Common use of Of Each Selling Stockholder Clause in Contracts

Of Each Selling Stockholder. Each Selling Stockholder, severally as to itself and not jointly, covenants and agrees with the several Underwriters as follows: (a) Such Selling Stockholder will execute and deliver a Lock-Up Agreement prior to the effectiveness of the Registration Statement. (b) Such Selling Stockholder will review the Prospectus and will comply with all agreements and satisfy all conditions on its part to be complied with or satisfied pursuant to this Agreement on or prior to the Closing Date and will advise the Underwriters prior to the Closing Date if any statements to be made on behalf of such Selling Stockholder in the certificate contemplated by Section 9(p) hereof would be inaccurate if made as of the Closing Date. (c) On the Closing Date, all stock transfer and other taxes (other than income taxes) that are required to be paid in connection with the sale and transfer of the Firm Shares to be sold by such Selling Stockholder to the Underwriters hereunder will have been fully paid for by such Selling Stockholder and all laws imposing such taxes will have been fully complied with. (d) In order to document the Underwriters’ compliance with the reporting and withholding provisions of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations promulgated thereunder, with respect to the transactions herein contemplated, such Selling Stockholder shall deliver to you at least two days prior to the Closing Date a properly completed and executed United States Treasury Department Substitute Form W-9 or an appropriate Form W-8, as applicable.

Appears in 4 contracts

Samples: Underwriting Agreement (Applied Optoelectronics, Inc.), Underwriting Agreement (Applied Optoelectronics, Inc.), Underwriting Agreement (Applied Optoelectronics, Inc.)

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Of Each Selling Stockholder. Each Selling StockholderStockholder covenants and agrees, severally as to itself and not jointly, covenants and agrees with the several Underwriters as follows: (a) Such Selling Stockholder will execute and deliver to the Representative a Lock-Up Agreement prior to Agreement, in the effectiveness form of the Registration StatementExhibit A attached hereto. (b) Such Selling Stockholder will review the Prospectus and will comply with all agreements and satisfy all conditions on its part to be complied with or satisfied pursuant to this Agreement on or prior to the Closing Date and will advise the Underwriters you prior to the Closing Date if any statements to be made on behalf of such Selling Stockholder in the certificate contemplated by Section 9(p9(l) hereof would be inaccurate if made as of the Closing Date. (c) On the Closing Date, all stock transfer and other taxes (other than income taxes) that are required to be paid in connection with upon the sale and transfer of the Firm Shares to be sold by such Selling Stockholder to the Underwriters hereunder will have been fully paid for by such Selling Stockholder and all laws imposing such taxes will have been fully complied withStockholder. (d) In order to document the Underwriters' compliance with the reporting and withholding provisions of the Internal Revenue Code of 1986, as amended (the "Code"), and the regulations promulgated thereunder, with respect to the transactions herein contemplated, such Selling Stockholder shall deliver to you at least two days prior to the Closing Date a properly completed and executed United States Treasury Department Substitute Form W-9 or an appropriate Form W-8, as applicableW-9.

Appears in 2 contracts

Samples: Underwriting Agreement (Warrior Energy Services CORP), Underwriting Agreement (Warrior Energy Services CORP)

Of Each Selling Stockholder. Each Selling Stockholder, severally as to itself and not jointly, Stockholder covenants and agrees with the several Underwriters Underwriter as follows: (a) Such Selling Stockholder will execute and deliver a Lock-Up Agreement prior to Agreement, in the effectiveness form of the Registration StatementExhibit A attached hereto. (b) Such Selling Stockholder will review the Prospectus Supplement and will comply with all agreements and satisfy all conditions on its part to be complied with or satisfied pursuant to this Agreement on or prior to the Closing Date and will advise the Underwriters Underwriter prior to the Closing Date if any statements to be made on behalf of such Selling Stockholder in the certificate contemplated by Section 9(p9(m) hereof would be inaccurate if made as of the Closing Date. (c) On the Closing Date, all stock transfer and other taxes (other than income taxes) that are required to be paid in connection with the sale and transfer of the Firm Shares to be sold by such Selling Stockholder to the Underwriters Underwriter hereunder will have been fully paid for by such Selling Stockholder and all laws imposing such taxes will have been fully complied with. (d) In order to document the Underwriters’ Underwriter's compliance with the reporting and withholding provisions of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations promulgated thereunder, with respect to the transactions herein contemplated, such Selling Stockholder shall deliver to you at least two days prior to the Closing Date a properly completed and executed United States Treasury Department Substitute Form W-9 or an appropriate Form W-8, as applicableW-9.

Appears in 2 contracts

Samples: Underwriting Agreement (Jefferies Capital Partners Iv Lp), Underwriting Agreement (Carrols Restaurant Group, Inc.)

Of Each Selling Stockholder. Each Selling Stockholder, severally as to itself and not jointly, Stockholder covenants and --------------------------- agrees with the several Underwriters as follows: (a) Such Selling Stockholder will execute and deliver a Lock-Up Agreement prior to Agreement, substantially in the effectiveness form of the Registration StatementExhibit A attached hereto ("Lock-Up Agreement"). (b) Such Selling Stockholder will review the Prospectus and will comply with all agreements and satisfy all conditions on its part to be complied with or satisfied pursuant to this Agreement on or prior to the Closing Date and will advise the Underwriters prior to the Closing Date if any statements to be made on behalf of such Selling Stockholder in the certificate contemplated by Section 9(p9(l) hereof would be inaccurate if made as of the Closing Date. (c) On the Closing Date, all stock transfer and other taxes (other than income taxes) that are required to be paid in connection with the sale and transfer of the Firm Shares to be sold by such Selling Stockholder to the Underwriters hereunder will have been fully paid for by such Selling Stockholder and all laws imposing such taxes will have been fully complied with. (d) In order to document the Underwriters' compliance with the reporting and withholding provisions of the Internal Revenue Code of 1986, as amended (the "Code"), and the regulations promulgated thereunder, with respect to the transactions herein contemplated, such Selling Stockholder shall deliver to you at least two days prior to the Closing Date a properly completed and executed United States Treasury Department Substitute Form W-9 or an appropriate Form W-8, as applicableW-9.

Appears in 1 contract

Samples: Underwriting Agreement (Global Imaging Systems Inc)

Of Each Selling Stockholder. Each Selling Stockholder, severally as to itself and not jointly, Stockholder covenants and agrees with the several Underwriters as follows: (a) Such Selling Stockholder will execute and deliver a Lock-Up Agreement prior to Agreement, in the effectiveness form of the Registration StatementExhibit A attached hereto (“Lock-Up Agreement”). (b) Such Selling Stockholder will review the Prospectus and will comply with all agreements and satisfy all conditions on its part to be complied with or satisfied pursuant to this Agreement on or prior to the Closing Date and will advise the Underwriters prior to the Closing Date if any statements to be made on behalf of such Selling Stockholder in the certificate contemplated by Section 9(p9(l) hereof would be inaccurate if made as of the Closing Date. (c) On the Closing Date, all stock transfer and other taxes (other than income taxes) that are required to be paid in connection with the sale and transfer of the Firm Shares to be sold by such Selling Stockholder to the Underwriters hereunder will have been fully paid for by such Selling Stockholder and all such Selling Stockholders will have complied fully with all laws imposing such taxes will have been fully complied withtaxes. (d) In order to document the Underwriters’ compliance with the reporting and withholding provisions of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations promulgated thereunder, with respect to the transactions herein contemplated, such Selling Stockholder shall deliver to you at least two days prior to the Closing Date a properly completed and executed United States Treasury Department Substitute Form W-9 or an appropriate Form W-8, as applicableW-9.

Appears in 1 contract

Samples: Underwriting Agreement (Nexity Financial Corp)

Of Each Selling Stockholder. Each Selling Stockholder, severally as to itself and not jointly, Stockholder covenants and agrees with the several Underwriters as follows: (a) Such Selling Stockholder will execute and deliver a Lock-Up Agreement prior to the effectiveness of the Registration StatementAgreement. (b) Such Selling Stockholder will review the Prospectus and will comply with all agreements and satisfy all conditions on its part to be complied with or satisfied pursuant to this Agreement on or prior to the Closing Date and will advise the Underwriters prior to the Closing Date if any statements to be made on behalf of such Selling Stockholder in the certificate contemplated by Section 9(p9(l) hereof would be inaccurate if made as of the Closing Date. (c) On the Closing Date, all stock transfer and other taxes (other than income taxes) that are required to be paid in connection with the sale and transfer of the Firm Shares to be sold by such Selling Stockholder to the Underwriters hereunder will have been fully paid for by such Selling Stockholder and all laws imposing such taxes will have been fully complied with. (d) In order to document the Underwriters' compliance with the reporting and withholding provisions of the Internal Revenue Code of 1986, as amended (the "Code"), and the regulations promulgated thereunder, with respect to the transactions herein contemplated, such Selling Stockholder shall deliver to you at least two days prior to the Closing Date a properly completed and executed United States Treasury Department Substitute Form W-9 or an appropriate Form W-8, as applicableW-9.

Appears in 1 contract

Samples: Underwriting Agreement (Fargo Electronics Inc)

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Of Each Selling Stockholder. Each Selling Stockholder, severally as to itself and not jointly, Stockholder covenants and agrees with the several Underwriters as follows: (a) Such Selling Stockholder will execute and deliver a Lock-Up Agreement prior to Agreement, in the effectiveness form of the Registration StatementExhibit A attached hereto ("Lock-Up Agreement"). (b) Such Selling Stockholder will review the Prospectus and will comply with all agreements and satisfy all conditions on its part to be complied with or satisfied pursuant to this Agreement on or prior to the Closing Date and will advise the Underwriters prior to the Closing Date if any statements to be made on behalf of such Selling Stockholder in the certificate contemplated by Section 9(p9(l) hereof would be inaccurate if made as of the Closing Date. (c) On the Closing Date, all stock transfer and other taxes (other than income taxes) that are required to be paid in connection with the sale and transfer of the Firm Shares to be sold by such Selling Stockholder to the Underwriters hereunder will have been fully paid for by such Selling Stockholder and all laws imposing such taxes will have been fully complied with. (d) In order to document the Underwriters' compliance with the reporting and withholding provisions of the Internal Revenue Code of 1986, as amended (the "Code"), and the regulations promulgated thereunder, with respect to the transactions herein contemplated, such Selling Stockholder shall deliver to you at least two days prior to the Closing Date a properly completed and executed United States Treasury Department Substitute Form W-9 or an appropriate Form W-8, as applicableW-9.

Appears in 1 contract

Samples: Underwriting Agreement (Bois D Arc Energy LLC)

Of Each Selling Stockholder. Each Selling Stockholder, severally as to itself and not jointly, Stockholder covenants and --------------------------- agrees with the several Underwriters as follows: (a) Such Selling Stockholder will execute and deliver a Lock-Up Agreement prior to Agreement, in the effectiveness form of the Registration StatementExhibit A attached hereto ("Lock-Up Agreement"). (b) Such Selling Stockholder will review the Prospectus and will comply with all agreements and satisfy all conditions on its part to be complied with or satisfied pursuant to this Agreement on or prior to the Closing Date and will advise the Underwriters prior to the Closing Date if any statements to be made on behalf of such Selling Stockholder in the certificate contemplated by Section 9(p9(l) hereof would be inaccurate if made as of the Closing Date. (c) On the Closing Date, all stock transfer and other taxes (other than income taxes) that which are required to be paid in connection with the sale and transfer of the Firm Shares to be sold by such Selling Stockholder to the Underwriters hereunder will have been fully paid for by such Selling Stockholder and all laws imposing such taxes will have been fully complied with. (d) In order to document the Underwriters' compliance with the reporting and withholding provisions of the Internal Revenue Code of 1986, as amended (the "Code"), and the regulations promulgated thereunder, with respect to the transactions herein contemplated, such Selling Stockholder shall deliver to you at least two days prior to the Closing Date a properly completed and executed United States Treasury Department Substitute Form W-9 or an appropriate Form W-8, as applicable.W-9. -7-

Appears in 1 contract

Samples: Underwriting Agreement (Dover Downs Entertainment Inc)

Of Each Selling Stockholder. Each Selling Stockholder, severally as to itself and not jointly, Stockholder covenants and agrees with the several Underwriters as follows: (a) Such Selling Stockholder will execute and deliver a Lock-Up Agreement prior to Agreement, in the effectiveness form of the Registration StatementExhibit A attached hereto. (b) Such Selling Stockholder will review the Prospectus and will comply with all agreements and satisfy all conditions on its part to be complied with or satisfied pursuant to this Agreement on or prior to the Closing Date and will advise the Underwriters prior to the Closing Date if any statements to be made on behalf of such Selling Stockholder in the certificate contemplated by Section 9(p9(l) hereof would be inaccurate if made as of the Closing Date. (c) On the Closing Date, all stock transfer and other taxes (other than income taxes) that are required to be paid in connection with the sale and transfer of the Firm Shares to be sold by such Selling Stockholder to the Underwriters hereunder will have been fully paid for by such Selling Stockholder and all laws imposing such taxes will have been fully complied with. (d) In order to document the Underwriters’ compliance with the reporting and withholding provisions of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations promulgated thereunder, with respect to the transactions herein contemplated, such Selling Stockholder shall deliver to you at least two days prior to the Closing Date a properly completed and executed United States Treasury Department Substitute Form W-9 or an appropriate Form W-8, as applicableW-9.

Appears in 1 contract

Samples: Underwriting Agreement (United Insurance Holdings Corp.)

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