Common use of Authority of the Demand Underwritten Offering Majority Holders Clause in Contracts

Authority of the Demand Underwritten Offering Majority Holders. The Demand Underwritten Offering Majority Holders for any Demand Underwritten Offering will have the following rights with respect to such Demand Underwritten Offering, which rights, if exercised, will be deemed to have been exercised on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering: (A) in consultation with the Managing Underwriters for such Demand Underwritten Offering, to determine the Offering Launch Time, which date must comply with limitations thereon set forth in Section 2(e)(ii)(2); (B) to determine the structure of the offering; (C) to negotiate any related underwriting agreement and its terms, including the amount of securities to be sold by the applicable Holders pursuant thereto and the offering price of, and underwriting discount for, such securities; provided, however, that the Company will have the right to negotiate in good faith all of its representations, warranties and covenants, and indemnification and contribution obligations, set forth in any such underwriting agreement; and (D) withdraw such Demand Underwritten Offering by proving written notice of such withdrawal to the Company.

Appears in 6 contracts

Samples: Investor and Registration Rights Agreement (5E Advanced Materials, Inc.), Investor and Registration Rights Agreement (5E Advanced Materials, Inc.), Investor and Registration Rights Agreement (5E Advanced Materials, Inc.)

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Authority of the Demand Underwritten Offering Majority Holders. The Demand Underwritten Offering Majority Holders for any Demand Underwritten Offering will have the following rights with respect to such Demand Underwritten Offering, which rights, if exercised, will be deemed to have been exercised on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering: (A) in consultation with the Managing Underwriters for such Demand Underwritten Offering, to determine the Offering Launch Time, which date must comply with limitations thereon set forth in Section 2(e)(ii)(22(e)(ii)(4); (B) to determine the structure of the offering, provided such structure is be reasonably acceptable to the Company; (C) to negotiate any related underwriting agreement and its it terms, including the amount of securities to be sold by the applicable Holders pursuant thereto and the offering price of, and underwriting discount for, such securities; provided, however, that the Company will have the right to negotiate in good faith all of its representations, warranties and covenants, and indemnification and contribution obligations, set forth in any such underwriting agreement; and (D) withdraw such Demand Underwritten Offering by proving written notice of such withdrawal to the Company.

Appears in 3 contracts

Samples: Resale Registration Rights Agreement (Senseonics Holdings, Inc.), Resale Registration Rights Agreement (Senseonics Holdings, Inc.), Resale Registration Rights Agreement (Senseonics Holdings, Inc.)

Authority of the Demand Underwritten Offering Majority Holders. The Demand Underwritten Offering Majority Holders for any Demand Underwritten Offering Offering, together with any Other Participating Shareholders, will have the following rights with respect to such Demand Underwritten Offering, which rights, if exercised, will be deemed to have been exercised on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering: (A) in consultation with the Managing Underwriters for such Demand Underwritten Offering, to determine the Offering Launch Time, which date must comply with limitations thereon set forth in Section 2(e)(ii)(2)shall be subject to the availability of an effective Registration Statement; (B) to determine the structure of the offering, provided such structure is reasonably acceptable to the Company; (C) to negotiate any related underwriting agreement and its terms, including the amount of securities to be sold by the applicable Holders pursuant thereto and the offering price of, and underwriting discount for, such securities; provided, however, that the Company will have the right to negotiate in good faith all of its representations, warranties and covenants, and indemnification and contribution obligations, set forth in any such underwriting agreement; and (D) withdraw such Demand Underwritten Offering by proving written notice of such withdrawal to the Company.

Appears in 2 contracts

Samples: Resale Registration Rights Agreement (Klein Benjamin), Membership Interest Purchase Agreement (Greenbrook TMS Inc.)

Authority of the Demand Underwritten Offering Majority Holders. The Demand Underwritten Offering Majority Holders for any Demand Underwritten Offering will have the following rights with respect to such Demand Underwritten Offering, which rights, if exercised, will be deemed to have been exercised on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering: (A) in consultation with the Managing Underwriters for such Demand Underwritten Offering, to determine the Offering Launch Time, which date must comply with limitations thereon set forth in Section 2(e)(ii)(2)shall be subject to the availability of an effective Registration Statement; (B) to determine the structure of the offering, provided such structure is reasonably acceptable to the Company; (C) to negotiate any related underwriting agreement and its terms, including the amount of securities to be sold by the applicable Holders pursuant thereto and the offering price of, and underwriting discount for, such securities; provided, however, that the Company will have the right to negotiate in good faith all of its representations, warranties and covenants, and indemnification and contribution obligations, set forth in any such underwriting agreement; and (D) withdraw such Demand Underwritten Offering by proving written notice of such withdrawal to the Company.

Appears in 2 contracts

Samples: Registration Rights Agreement (Madryn Asset Management, LP), Resale Registration Rights Agreement (Greenbrook TMS Inc.)

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Authority of the Demand Underwritten Offering Majority Holders. The Demand Underwritten Offering Majority Holders for any Demand Underwritten Offering will have the following rights with respect to such Demand Underwritten Offering, which rights, if exercised, will be deemed to have been exercised on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering: (A) in consultation with the Managing Underwriters for such Demand Underwritten Offering, to determine the Offering Launch Time, which date must comply with limitations thereon set forth in Section 2(e)(ii)(2)shall be subject to the availability of an effective Registration Statement; (B) to determine the structure of the offering, provided such structure is be reasonably acceptable to the Company; (C) to negotiate any related underwriting agreement and its it terms, including the amount of securities to be sold by the applicable Holders pursuant thereto and the offering price of, and underwriting discount for, such securities; provided, however, that the Company will have the right to negotiate in good faith all of its representations, warranties and covenants, and indemnification and contribution obligations, set forth in any such underwriting agreement; and (D) withdraw such Demand Underwritten Offering by proving written notice of such withdrawal to the Company.

Appears in 1 contract

Samples: Resale Registration Rights Agreement (Greenbrook TMS Inc.)

Authority of the Demand Underwritten Offering Majority Holders. The Demand Underwritten Offering Majority Holders for any Demand Underwritten Offering will have the following rights with respect to such Demand Underwritten Offering, which rights, if exercised, will be deemed to have been exercised on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering: (A) in consultation with the Managing Underwriters for such Demand Underwritten Offering, to determine the Offering Launch Time, which date must comply with limitations thereon set forth in Section 2(e)(ii)(2)shall be subject to the availability of an effective Registration Statement; (B) to determine the structure of the offering, provided such structure is reasonably acceptable to the Company; (C) to negotiate any related underwriting agreement and its terms, including the amount of securities to be sold by the applicable Holders pursuant thereto and the offering price of, and underwriting discount for, such securities; provided, however, that the Company will have the right to negotiate in good faith all of its representations, warranties and covenants, ​ and indemnification and contribution obligations, set forth in any such underwriting agreement; and (D) withdraw such Demand Underwritten Offering by proving written notice of such withdrawal to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Greenbrook TMS Inc.)

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