Common use of Shelf Takedown Clause in Contracts

Shelf Takedown. At any time that a Shelf Registration Statement is effective, if the Required Holders deliver a notice to the Company (a “Shelf Takedown Notice”) stating that the Investors intend to effect an underwritten offering of all or part of their Registrable Securities included in such Shelf Registration Statement (a “Shelf Takedown”) and the Company is eligible to use such Shelf Registration Statement for such Shelf Takedown, then the Company shall take all actions reasonably required under the Securities Act and/or applicable Canadian Securities Laws, including amending or supplementing (a “Shelf Supplement”) such Shelf Registration Statement, to enable such Registrable Securities to be offered and sold as contemplated by such Shelf Takedown Notice. For the avoidance of doubt, each such Shelf Takedown shall constitute one Demand Registration Request and shall be subject to the Demand Registration Limitations. The Company shall prepare and file with the SEC and/or the applicable Canadian Securities Regulatory Authorities, a Shelf Supplement as soon as practicable after the date on which it received the Shelf Takedown Notice.