Common use of Description of Shares Clause in Contracts

Description of Shares. The Company proposes to issue and sell through or to the Managers, as sales agents and/or principals, shares of the Company’s common stock, $0.01 par value (the “Common Stock”) having an aggregate offering price of up to $400,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers as exclusive agents of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 hereof.

Appears in 4 contracts

Sources: Equity Distribution Agreement (Denali Therapeutics Inc.), Equity Distribution Agreement (Denali Therapeutics Inc.), Equity Distribution Agreement (Denali Therapeutics Inc.)

Description of Shares. The Company proposes to issue and sell through or to the Managers, as sales agents and/or principals, shares of the Company’s common stock, $0.01 0.0001 par value (the “Common Stock”) ), having an aggregate offering price of up to $400,000,000 100,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers as exclusive agents of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I A hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 hereof.

Appears in 2 contracts

Sources: Equity Distribution Agreement (Applied Therapeutics Inc.), Equity Distribution Agreement (Applied Therapeutics Inc.)

Description of Shares. The Company proposes to issue and sell through or to the ManagersManager, as sales agents agent and/or principalsprincipal, shares of the Company’s common stock, $0.01 0.001 par value (the “Common Stock”) having an aggregate offering price of up to $400,000,000 106,600,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers Manager as exclusive agents agent of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a the Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 18 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Senseonics Holdings, Inc.)

Description of Shares. The Company proposes to issue and sell through or to the ManagersManager, as sales agents agent and/or principalsprincipal, shares of the Company’s common stock, $0.01 0.0001 par value per share (the “Common Stock”) ), having an aggregate offering price of up to $400,000,000 200,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers Manager as an exclusive agents agent of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a the Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 18 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Beyond Meat, Inc.)

Description of Shares. The Company proposes to issue and sell through or to the ManagersManager, as sales agents agent and/or principalsprincipal, shares of the Company’s common stockshares, $0.01 without par value (the “Common StockShares) ), of the Company having an aggregate offering price of up to $400,000,000 150,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers Manager as exclusive agents an agent of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a the Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 23 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Biohaven Ltd.)

Description of Shares. The Company proposes to issue and sell through or to the Managers, as sales agents and/or principals, shares of the Company’s common stockshares, $0.01 5.00 par value (the “Common StockShares) ), having an aggregate offering price of up to $400,000,000 1,200,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers as exclusive agents of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Eversource Energy)

Description of Shares. The Company proposes to issue and sell through or to the Managers, as sales agents and/or principals, shares of the Company’s common stock, $0.01 0.0001 par value (the “Common Stock”) ), having an aggregate offering price of up to $400,000,000 150,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers as exclusive agents of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I A hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Karuna Therapeutics, Inc.)

Description of Shares. The Company proposes to issue and sell through or to the ManagersManager, as sales agents agent and/or principalsprincipal, shares of the Company’s common stock, $0.01 par value (the “Common Stock”) having an aggregate offering price of up to $400,000,000 200 million (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers Manager as the exclusive agents agent of the Company for the purpose of making offers and sales of the SharesShares pursuant to this Agreement. The Company agrees that whenever it determines to sell the Shares directly to a the Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Fibrogen Inc)

Description of Shares. The Company proposes to issue and sell through or to the ManagersManager, as sales agents agent and/or principalsprincipal, 4,300,000 shares (the “Shares”) of the Company’s common stock, $0.01 par value (the “Common Stock”) having an aggregate offering price of up to $400,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers Manager as exclusive agents agent of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a the Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Keurig Dr Pepper Inc.)

Description of Shares. The Company proposes to issue and sell through or to the Managers, as sales agents and/or principals, shares of the Company’s common stockshares, $0.01 without par value (the “Common StockShares) ), of the Company having an aggregate offering price of up to $400,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers as exclusive agents of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 21 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Biohaven Pharmaceutical Holding Co Ltd.)

Description of Shares. The Company proposes to issue and sell through or to the Managers, as sales agents and/or principals, shares of the Company’s common stock, par value $0.01 par value per share (the “Common Stock”) having an aggregate offering price of up to $400,000,000 300,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers as exclusive agents of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 18 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Silvergate Capital Corp)

Description of Shares. The Company proposes to issue and sell through or to the Managers, as sales agents and/or principals, shares of the Company’s common stock, $0.01 0.001 par value per share (the “Common Stock”) having an aggregate offering price of up to $400,000,000 100,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers as exclusive agents of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 18 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Flexion Therapeutics Inc)

Description of Shares. The Company proposes to issue and sell through or to the ManagersManager, as sales agents agent and/or principalsprincipal, shares of the Company’s common stock, $0.01 par value (the “Common Stock”) having an aggregate offering price of up to $400,000,000 250 million (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers Manager as exclusive agents agent of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a the Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Amicus Therapeutics, Inc.)

Description of Shares. The Company proposes to issue and sell through or to the ManagersManager, as sales agents agent and/or principalsprincipal, shares of the Company’s common stock, $0.01 0.001 par value per share (the “Common Stock”) having an aggregate offering price of up to $400,000,000 50,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers Manager as exclusive agents agent of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a the Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 18 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Vroom, Inc.)

Description of Shares. The Company proposes to issue and sell through or to the ManagersManager, as sales agents agent and/or principalsprincipal, shares of the Company’s common stock, par value $0.01 par value per share (the “Common Stock”) ), having an aggregate offering price of up to $400,000,000 75,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers Manager as the exclusive agents agent of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a the Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 18 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Bluebird Bio, Inc.)

Description of Shares. The Company proposes to issue and sell through or to the Managers, as sales agents and/or principals, shares of the Company’s common stock, $0.01 0.0001 par value (the “Common Stock”) having an aggregate offering price of up to $400,000,000 200,000,000 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers as exclusive agents of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (Arcus Biosciences, Inc.)

Description of Shares. The Company proposes to issue and sell through or to the Managers, as sales agents and/or principals, shares of the Company’s common stock, $0.01 par value (the “Common Stock”) having an aggregate offering price of up to $400,000,000 50,000,000.00 (the “Shares”), from time to time during the term of this Agreement and on the terms set forth in Section 3 of this Agreement. The Company hereby appoints the Managers as exclusive agents of the Company for the purpose of making offers and sales of the Shares. The Company agrees that whenever it determines to sell the Shares directly to a Manager as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. Certain terms used herein are defined in Section 19 18 hereof.

Appears in 1 contract

Sources: Equity Distribution Agreement (LendingTree, Inc.)