If a majority-in-interest of the Shelf Takedown Triggering Holders or Demand Registration Triggering Holders withdraws from a proposed offering relating to a Shelf Takedown or Demand Registration, the Company need not proceed with the offering for the benefit of the other Shelf Takedown Holders or Demanding Holders under Section 3.1.3 or 3.2.1 hereof.
Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.
Shelf Takedown Notice shall have the meaning given in subsection 2.1.3.
Shelf Takedown Request shall have the meaning set forth in Section 3.2.5(a).
Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.
Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.
Underwritten Takedown means an underwritten public offering of Registrable Securities pursuant to the Resale Shelf Registration Statement, as amended or supplemented.
Takedown Requesting Holder shall have the meaning given in subsection 2.3.3.
Requesting Holders shall have the meaning given in Section 2.1.5.
Shelf Take-Down has the meaning set forth in Section 2.4(a).
Demand Registration shall have the meaning given in subsection 2.1.1.
Initiating Holder has the meaning set forth in Section 2.01(a).
Underwritten Offering Notice has the meaning set forth in Section 2(b).
Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.
Shelf Registrable Securities has the meaning set forth in Section 1(d)(i).
Piggyback Registration Statement has the meaning set forth in Section 3(a).
Shelf Underwritten Offering shall have the meaning given in subsection 2.1.3.
Registrable Securities means all of the Shares and the Warrant Shares, together with any shares of Common Stock issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.
Underwritten Shelf Take-Down Notice has the meaning set forth in Section 2.02(e).
Demand Registration Statement has the meaning set forth in Section 2.01(a).
Included Registrable Securities has the meaning specified therefor in Section 2.02(a) of this Agreement.
Piggyback Registration shall have the meaning given in subsection 2.2.1.
Registrable Shares means (i) the Warrant Shares, and (ii) any other shares of Common Stock issued in respect of such shares (because of stock splits, stock dividends, reclassifications, recapitalizations, or similar events); provided, however, that shares of Common Stock which are Registrable Shares shall cease to be Registrable Shares (i) upon any sale pursuant to a Registration Statement or Rule 144 under the Securities Act or (ii) upon any sale in any manner to a person or entity which, by virtue of Section 13 of this Warrant, is not entitled to the rights provided by this Warrant.
Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.
Underwritten Shelf Take-Down has the meaning set forth in Section 2.4(b).
Requesting Holder shall have the meaning given in subsection 2.1.1.
Shelf Offering has the meaning set forth in Section 1(d)(i).