Common use of Designation of Underwriter Clause in Contracts

Designation of Underwriter. 3.5.1 In the case of any registration effected pursuant to Section 3.4, the holders who submitted the request for registration, so long as such holders hold at least the majority in nominal value of the Preferred Shares, and so long as they act together as a single class, shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable to the Company.

Appears in 2 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Borderfree, Inc.)

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Designation of Underwriter. 3.5.1 3.8.1. In the case of any registration effected Registration affected pursuant to Section 3.43.2 or 3.3, the holders who submitted Preferred Holders initiating the request for registration, so long as such holders hold at least the Registration and holding a majority in nominal value of the Registrable Securities held by such Preferred Shares, and so long as they act together as a single class, Holders shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) offering which shall be reasonably acceptable a prominent and reputable underwriter, subject to the consent of the Company, which consent shall not be unreasonably withheld.

Appears in 2 contracts

Samples: Shareholders’ Rights Agreement, Shareholders’ Rights Agreement (ReWalk Robotics Ltd.)

Designation of Underwriter. 3.5.1 (a) In the case of any registration effected pursuant to Section 3.44.3 or 4.4, the holders who Holders that submitted the request for registration, so long as such holders hold at least the majority in nominal value of the Preferred Shares, and so long as they act together as a single class, registration shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable subject to the Company’s approval, which shall not be unreasonably withheld; and (b) in the case of any registration initiated by the Company, the Company shall have the right to designate the managing underwriter in any underwritten offering.

Appears in 1 contract

Samples: ’s Rights Agreement (WalkMe Ltd.)

Designation of Underwriter. 3.5.1 5.1 In the case of any registration effected pursuant to Section 3.43. the underwriter, if any, will be selected by the holders who submitted the request for registration, so long as such holders hold at least Initiating Holders holding the majority in nominal value of the Preferred Shares, Registrable Shares and so long as they act together as a single class, shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable to approved by the Company, which approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Share Purchase Agreement (Outbrain Inc.)

Designation of Underwriter. 3.5.1 2.3.1. In the case of any registration effected pursuant to Section 3.42.2, the holders who Initiating Holders that submitted the request for registration, so long as such holders hold at least the majority in nominal value of the Preferred Shares, and so long as they act together as a single class, registration shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such which managing underwriter(s) shall be reasonably acceptable to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Eviation Aircraft Ltd.)

Designation of Underwriter. 3.5.1 5.1 In the case of any registration effected pursuant to Section 3.43, the underwriter, if any, will be selected by the Initiating Holders holding the majority of Registrable Shares and approved by the Company, which approval shall not be unreasonably withheld. 5.2 In the case of any (a) registration initiated by the Company, (b) a registration initiated under Section 4 or (c) a registration initiated by holders who submitted of Other Registrable Shares, the request for registrationCompany or, so long as in accordance with the terms of the Current IRA, such holders hold at least the majority in nominal value of the Preferred Other Registrable Shares, and so long as they act together as a single class, shall have the right to designate the managing underwriter(s) underwriter in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable to the Company. 6.

Appears in 1 contract

Samples: Registration Rights Agreement (Outbrain Inc.)

Designation of Underwriter. 3.5.1 2.5.1. In the case of any registration effected pursuant to Section 3.42.1 or 2.3, the holders who submitted the request for registration, so long as such holders hold at least the a majority in nominal value of the Preferred Shares, and so long as they act together as a single class, Initiating Holders that submitted requests for registration shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) offering which shall be reasonably acceptable a prominent and reputable underwriter, subject to the consent of the Company, which consent shall not unreasonably withheld.

Appears in 1 contract

Samples: Registration Rights (Tefron LTD)

Designation of Underwriter. 3.5.1 In the case of any registration effected pursuant to Section 3.3 or Section 3.4, the holders who submitted majority in interest of the request for registrationHolders initiating the demand, so long as such holders hold at least the majority in nominal value of the Preferred Shares, and so long as they act together as a single class, shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable to the Company.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Borderfree, Inc.)

Designation of Underwriter. 3.5.1 7.1 In the case of any registration effected pursuant to Section 3.43, the holders who submitted the request for registration, so long as such holders hold at least the majority in nominal value Company or another group of the Preferred Shares, and so long as they act together as a single class, securityholders shall have the right to designate the managing underwriter(s) underwriter in any underwritten offeringoffering and, provided that such managing underwriter(s) to the extent required by the underwriters, each Selling Holder shall be reasonably acceptable a party to any underwriting agreement relating thereto and shall make appropriate and customary representations and warranties and other agreements for the Companybenefit of the underwriters.

Appears in 1 contract

Samples: Registration Rights Agreement (Barnes Group Inc)

Designation of Underwriter. 3.5.1 (a) In the case of any underwritten registration effected pursuant to Section 3.42.3 or 2.4, the Company shall appoint an underwriter acceptable to the holders who of a majority of interest of the Holders of Preferred Registrable Securities that submitted the request for registration, so long as such holders hold at least the majority in nominal value of the Preferred Shares, and so long as they act together as a single class, shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable to the Company.

Appears in 1 contract

Samples: Investors Rights Agreement (Rosetta Genomics Ltd.)

Designation of Underwriter. 3.5.1 2.5.1. In the case of any registration effected pursuant to Section 3.42.2 or 2.3, the holders who submitted the request for registration, so long as such holders hold at least the a majority in nominal value of the Preferred Shares, and so long as they act together as a single class, Initiating Holders that submitted requests for registration shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) offering which shall be reasonably acceptable a prominent and reputable underwriter, subject to the consent of the Company, which consent shall not unreasonably withheld.

Appears in 1 contract

Samples: Shareholders Agreement (SodaStream International Ltd.)

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Designation of Underwriter. 3.5.1 4.1 In the case of any registration effected pursuant to Section 3.43 and which is to be underwritten, the holders who Initiating Holders that submitted the request for registration, so long as such holders hold at least the majority in nominal value of the Preferred Shares, and so long as they act together as a single class, registration shall have the right to designate designate, upon consent of the Company, the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable to the Company’s consent shall not be unreasonably withheld.

Appears in 1 contract

Samples: Registration Rights Agreement (Cellcom Israel Ltd.)

Designation of Underwriter. 3.5.1 (a) In the case of any underwritten registration effected pursuant to Section 3.41.3, a majority in interest of the holders who Holders of the Registrable Shares (calculated on an as converted basis) that submitted the request for registration, so long as such holders hold at least the majority in nominal value of the Preferred Shares, and so long as they act together as a single class, registration shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be appoint an underwriter reasonably acceptable to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (BioLineRx Ltd.)

Designation of Underwriter. 3.5.1 (a) In the case of any registration effected pursuant to Section 3.42.3 or 2.4, the holders who Holders that submitted the request for registration, so long as such holders hold at least the majority in nominal value of the Preferred Shares, and so long as they act together as a single class, registration shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable subject to the Company’s approval, which shall not be unreasonably withheld; and (b) in the case of any registration initiated by the Company, the Company shall have the right to designate the managing underwriter in any underwritten offering.

Appears in 1 contract

Samples: Subscription Agreement (Citrine Global, Corp.)

Designation of Underwriter. 3.5.1 3.5.1. In the case of any registration effected pursuant to Section 3.3 or 3.4, the holders who submitted the request for registration, so long as such holders hold at least the Holders of a majority in nominal value of the Preferred Shares, and so long as they act together as a single class, Registrable Shares requested to be included therein shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable subject to the Company’s approval, which shall not be unreasonably withheld.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Gauzy Ltd.)

Designation of Underwriter. 3.5.1 6.1 In the case event of any registration effected pursuant to Section 3.43, the holders who submitted the request for registration, so long as such holders hold at least the majority in nominal value Holders may provide their recommendation of the Preferred Shares, and so long as they act together as a single class, shall have the right candidates to designate be the managing underwriter(s) in any underwritten offeringoffering and the Company shall have the discretion, provided that subject to approval by the majority of the Holders (such approval not to be unreasonably withheld), to accept such candidate or offer a different managing underwriter(s) shall be reasonably acceptable to the Company).

Appears in 1 contract

Samples: Registration Rights Agreement (Nur Macroprinters LTD)

Designation of Underwriter. 3.5.1 (a) In the case of any registration effected pursuant to Section 3.43.3, the holders who submitted underwriter, if any, will be selected by the request for registration, so long as such holders hold at least Initiating Holders holding the majority in nominal value of the Preferred Shares, Registrable Shares and so long as they act together as a single class, shall have the right to designate the managing underwriter(s) in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable to approved by the Company, which approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Outbrain Inc.)

Designation of Underwriter. 3.5.1 In the case of any registration initiated by the Holder and effected pursuant to Section 3.43.2 (or deemed to be a demand pursuant to Section 3.2), the holders who submitted the request for registration, so long as such holders hold at least the majority in nominal value of the Preferred Shares, and so long as they act together as a single class, Holder shall have the right to designate the managing underwriter(s) underwriters in any underwritten offering, provided that such managing underwriter(s) shall be reasonably acceptable subject to the prior written approval of the Company, which shall not be unreasonably withheld, delayed or conditioned. In the case of any registration initiated by the Company, the Company shall have the right to designate the managing underwriter in any underwritten offering.

Appears in 1 contract

Samples: Investor Rights Agreement (Taboola.com Ltd.)

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