Initiating Holders Sample Clauses

Initiating Holders. Subject to Section 2.3(e), an unlimited number of offerings or sales of Registrable Securities pursuant to a Shelf Registration Statement (each, a “Shelf Take-Down”) may be initiated by any of the Shelf Participating Existing Holders (each, an “Initiating Shelf Take-Down Holder”).

Initiating Holders ss.5.03(a) Maintenance Securities.............................................ss.4.05(a) Material Subsidiaries..............................................ss.2.04(a) Maximum Stockholder Stock Ownership Percentage.....................ss.4.03(a) ▇▇. ▇▇▇▇▇..........................................................

Initiating Holders. If a Designated Holder sends the Company a written request for inclusion of part or all of such Designated Holder's Registrable Securities in a registration, such Designated Holder shall not be entitled to withdraw or revoke such request without the prior written consent of the Company in its sole discretion unless, as a result of facts or circumstances relating to the Company or to market conditions arising after the date on which such request was made, such Designated Holder reasonably determines that participation in such registration would have a material adverse effect on such Designated Holder.

Initiating Holders. Initiating Holders" shall have the meaning specified in Section 4.2 of the Agreement.

Initiating Holders. If in the written opinion of the Approved Underwriter the registration of all or part of the Registrable Securities which the S-3 Initiating Holders and the other Designated Holders have requested to be included would materially adversely affect the success of such public offering, then the Company shall be required to include in the underwritten offering, to the extent of the amount that the Approved Underwriter believes may be sold without causing such adverse effect, first, the Registrable Securities to be offered for the account of the S-3 Initiating Holders and the other Designated Holders who requested inclusion of their Registrable Securities pursuant to Section 5(a), pro rata based on the number of Registrable Securities owned by each

Initiating Holders. 3 Person........................................................................ 2

Initiating Holders. Initiating Holders" shall mean any Holder or Holders who in the aggregate hold not less than fifty percent (50%) of the Registrable Securities, or who in the aggregate have the right to acquire fifty percent (50%) of the Registrable Securities upon conversion of the Shares. It shall not be necessary that a Holder convert the Shares into Registrable Securities to be an "Initiating Holder."

Initiating Holders. If the underwriter selected by the Company is not reasonably acceptable to a majority in interest of the Initiating Holders, the Company shall select a different underwriter, which shall be reasonably acceptable to a majority in interest of the Initiating Holders. If such underwriter is not reasonably acceptable to the majority in interest of the Initiating Holders, a majority in interest of the Initiating Holders shall select the underwriter. In such event, the right of any Holder to include his Registrable Securities in such registration shall be conditioned upon such Holder's participation in such underwriting and the inclusion of such Holder's Registrable Securities in the underwriting (unless otherwise mutually agreed by a majority in interest of the Initiating Holders and such Holder) to the extent provided herein. All Holders proposing to distribute their securities through such underwriting shall (together with the Company as provided in subsection 1.4(e)) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting. Notwithstanding any other provision of this Section 1.2, if the underwriter advises the Initiating Holders in writing that marketing factors require a limitation of the number of shares to be underwritten, then the Initiating Holders shall so advise all Holders of Registrable Securities which would otherwise be underwritten pursuant hereto, and the number of shares of Registrable Securities that may be included in the underwriting shall be allocated among all Holders thereof, including the Initiating Holders, in proportion (as nearly as practicable) to the amount of Registrable Securities of the Company owned by each Holder; provided, however, that in no event shall any securities of the Company held by Series A Stockholders be included in such registration and underwriting to the extent other Holders desire to include Registrable Securities therein. (c) Notwithstanding the foregoing, if the Company shall furnish to Holders requesting a registration statement pursuant to this Section 1.2, a certificate signed by the Chief Executive Officer of the Company stating that in the good faith judgment of the Board of Directors of the Company, it would be seriously detrimental to the Company and its stockholders for such registration statement to be filed and it is therefore essential to defer the filing of such registration statement, the Company shall have the right to defer taking...

Initiating Holders. Notwithstanding anything to the contrary set forth herein, (A) in no event shall any Shelf Take-Down occur unless it has been initiated by H&F Initiating Holders and such H&F Initiating Holders comply with the requirements of this Section 5.2(d) and (B) in no event shall any Shelf Holder or Third Party Shelf Holder be entitled hereunder to sell or offer to sell any Registrable Securities using the Shelf Registration Statement or a Prospectus with respect to such Shelf Registration Statement except in a Restricted Shelf Take-Down, Underwritten Shelf Take-Down or Marketed Underwritten Shelf Take-Down initiated by the H&F Initiating Holders pursuant to the provisions of this Section 5.2(d).