Common use of Conditions to Offerings Clause in Contracts

Conditions to Offerings. (a) The obligations of the Company to take the actions contemplated by Section 2.1 and Section 2.2 with respect to an offering of Registrable Securities will be subject to the following conditions: (i) the Company may require any Participating Unitholder to furnish to the Company such information regarding each Participating Unitholder, the Registrable Securities or the distribution of such Registrable Securities as the Company may from time to time reasonably request in writing, in each case to the extent reasonably required by the Securities Act and the rules and regulations promulgated thereunder, or under state securities or “blue sky” laws; and (ii) each Participating Unitholder, together with the Company and any other holders of the Company’s securities proposing to include securities in any underwritten offering, will enter into a customary underwriting agreement with the Underwriter or Underwriters selected for such underwriting, as well as such other documents customary in similar offerings. (b) Each Participating Unitholder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.3(d) or 2.3(e) or a condition described in Section 2.5, such Participating Unitholder will forthwith discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering the sale of such Registrable Securities until such Participating Unitholder’s receipt of the copies of the supplemented or amended Prospectus contemplated by Section 2.3(d) or notice from the Company of the termination of the stop order or Suspension Period.

Appears in 2 contracts

Samples: Registration Rights Agreement (EnLink Midstream, LLC), Registration Rights Agreement (Devon Energy Corp/De)

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Conditions to Offerings. (a) The obligations of the Company Partnership to take the actions contemplated by Section 2.1 and Section 2.2 with respect to an offering of Registrable Securities will be subject to the following conditions: (i) the Company Partnership may require any Participating Unitholder to furnish to the Company Partnership such information regarding each Participating Unitholder, the Registrable Securities or the distribution of such Registrable Securities as the Company Partnership may from time to time reasonably request in writing, in each case to the extent reasonably required by the Securities Act and the rules and regulations promulgated thereunder, or under state securities or “blue sky” laws; and (ii) each Participating Unitholder, together with the Company Partnership and any other holders of the CompanyPartnership’s securities proposing to include securities in any underwritten offering, will enter into a customary underwriting agreement with the Underwriter or Underwriters selected for such underwriting, as well as such other documents customary in similar offerings. (b) Each Participating Unitholder agrees that, upon receipt of any notice from the Company Partnership of the happening of any event of the kind described in Section 2.3(d) or 2.3(e) or a condition described in Section 2.5, such Participating Unitholder will forthwith discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering the sale of such Registrable Securities until such Participating Unitholder’s receipt of the copies of the supplemented or amended Prospectus contemplated by Section 2.3(d) or notice from the Company Partnership of the termination of the stop order or Suspension Period.

Appears in 2 contracts

Samples: Unitholder Agreement (EnLink Midstream Partners, LP), Unitholder Agreement (Devon Energy Corp/De)

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Conditions to Offerings. (a) The obligations of the Company Partnership to take the actions contemplated by Section 2.1 2.01 and Section 2.2 2.02 with respect to an offering of Registrable Securities will be subject to the following conditions: (i) the Company Partnership may require any Participating Unitholder to furnish to the Company Partnership such information regarding each Participating Unitholder, the Registrable Securities or the distribution of such Registrable Securities as the Company Partnership may from time to time reasonably request in writing, in each case to the extent reasonably required by the Securities Act and the rules and regulations promulgated thereunder, or under state securities or “blue sky” laws; and (ii) each Participating Unitholder, together with the Company Partnership and any other holders of the CompanyPartnership’s securities proposing to include securities in any underwritten offeringUnderwritten Offering, will enter into a customary underwriting agreement with the Underwriter or Underwriters selected for such underwriting, as well as such other documents customary in similar offerings. (b) Each Participating Unitholder agrees that, upon receipt of any notice from the Company Partnership of the happening of any event of the kind described in Section 2.3(d2.02(d) or 2.3(e2.02(e) or a condition described in Section 2.52.04, such Participating Unitholder will forthwith discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering the sale of such Registrable Securities until such Participating Unitholder’s receipt of the copies of the supplemented or amended Prospectus contemplated by Section 2.3(d2.02(d) or notice from the Company Partnership of the termination of the stop order or Suspension Period.

Appears in 1 contract

Samples: Contribution Agreement (Williams Partners L.P.)

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