Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 8 contracts
Samples: Investor Rights Agreement (Enterworks Inc), Investor Rights Agreement (Elastic Networks Inc), Investor Rights Agreement (Excelon Corp)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company Aspen agrees to to: (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company Aspen and customary covenants and agreements to be performed by the CompanyAspen, including without limitation customary provisions with respect to indemnification by the Company Aspen of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue a customary "cold comfort lettersletter" to the underwriters with respect to the Registration Statement.
Appears in 6 contracts
Samples: Registration Rights Agreement (Aspen Technology Inc /De/), Registration Rights Agreement (Aspen Technology Inc /De/), Registration Rights Agreement (Aspen Technology Inc /De/)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its reasonable best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its reasonable best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 5 contracts
Samples: Investor Rights Agreement, Investor Rights Agreement (A123 Systems, Inc.), Investor Rights Agreement (A123 Systems Inc)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (ai) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; , (bii) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; Statement and (ciii) use its best efforts to cause its independent public accounting firm to issue customary "“cold comfort letters" ” to the underwriters with respect to the Registration Statement.
Appears in 3 contracts
Samples: Registration Rights Agreement (First Marblehead Corp), Registration Rights Agreement (First Marblehead Corp), Investment Agreement (First Marblehead Corp)
Other Matters with Respect to Underwritten Offerings. In the ---------------------------------------------------- event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its reasonable best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its reasonable best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 3 contracts
Samples: Registration Rights Agreement (Switchboard Inc), Registration Rights Agreement (Measurement Specialties Inc), Registration Rights Agreement (Switchboard Inc)
Other Matters with Respect to Underwritten Offerings. In the ---------------------------------------------------- event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 3 contracts
Samples: Investor Rights Agreement (C-Bridge Internet Solutions Inc), Investor Rights Agreement (Network Engines Inc), Investor Rights Agreement (Smarterkids Com Inc)
Other Matters with Respect to Underwritten Offerings. In the event ------------------------------------------------------- that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.12, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 2 contracts
Samples: Placement Agent Registration Rights Agreement (Searchhelp Inc), Placement Agent Registration Rights Agreement (Searchhelp Inc)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.11 of this Article IV, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its reasonable best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its reasonable best efforts to cause its independent public accounting firm to issue customary "“cold comfort letters" ” to the underwriters with respect to the Registration Statement.
Appears in 2 contracts
Samples: Investor Rights Agreement (Vistaprint LTD), Investor Rights Agreement (Vistaprint LTD)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.12.1 of this Agreement, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "“cold comfort letters" ” to the underwriters with respect to the Registration Statement.
Appears in 2 contracts
Samples: Investor Rights Agreement (Evolving Systems Inc), Investor Rights Agreement (Evolving Systems Inc)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.12, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.to
Appears in 2 contracts
Samples: Registration Rights Agreement (Ascent Pediatrics Inc), Registration Rights Agreement (Alpharma Inc)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best commercially reasonable efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best commercially reasonable efforts to cause its independent public accounting firm to issue customary "“cold comfort letters" ” to the underwriters with respect to the Registration Statement.
Appears in 2 contracts
Samples: Investor Rights Agreement (Constellation Pharmaceuticals Inc), Investor Rights Agreement (Constellation Pharmaceuticals Inc)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares Interests are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.14 of this Exhibit A, the Company Partnership agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company Partnership and customary covenants and agreements to be performed by the CompanyPartnership, including without limitation customary provisions with respect to indemnification by the Company Partnership of the underwriters of such offering; (b) use its best commercially reasonable efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best commercially reasonable efforts to cause its independent public accounting firm to issue customary "“cold comfort letters" ” to the underwriters with respect to the Registration Statement.
Appears in 1 contract
Samples: Limited Partnership Agreement (Pacific Coast Energy Co LP)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its reasonable best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its reasonable best efforts to cause its independent public accounting firm to issue customary "“cold comfort letters" ” to the underwriters with respect to the Registration Statement.
Appears in 1 contract
Samples: Investor Rights Agreement (Lyra Therapeutics, Inc.)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.13.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 1 contract
Other Matters with Respect to Underwritten Offerings. In the ---------------------------------------------------- event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including including, without limitation limitation, customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its reasonable best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its reasonable best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 1 contract
Other Matters with Respect to Underwritten Offerings. In the event that Questar Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its reasonable best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its reasonable best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 1 contract
Samples: Investor Rights Agreement (Touchstone Applied Science Associates Inc /Ny/)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.19.3, the Company Buyer agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company Buyer and customary covenants and agreements to be performed by the CompanyBuyer, including without limitation customary provisions with respect to indemnification by the Company Buyer of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statementunderwriters.
Appears in 1 contract
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 1 contract
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.12, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 1 contract
Samples: Placement Agent Registration Rights Agreement (Marc Pharmaceuticals Inc)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best reasonable efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best reasonable efforts to cause its independent public accounting firm to issue customary "cold comfort letters" to the underwriters with respect to the Registration Statement.
Appears in 1 contract
Samples: Registration Rights Agreement (SCC Communications Corp)
Other Matters with Respect to Underwritten Offerings. In the event that Registrable Shares are sold pursuant to a Registration Statement in an underwritten offering pursuant to Section 2.1, the Company agrees to (a) enter into an underwriting agreement containing customary representations and warranties with respect to the business and operations of the Company and customary covenants and agreements to be performed by the Company, including without limitation customary provisions with respect to indemnification by the Company of the underwriters of such offering; (b) use its best efforts to cause its legal counsel to render customary opinions to the underwriters with respect to the Registration Statement; and (c) use its best efforts to cause its independent public accounting firm to issue customary "cold comfort letters" and auditors' consent to the underwriters with respect to the Registration StatementStatement and provide each seller of Registrable Securities a signed counterpart of such legal opinion, addressed or confirmed to such seller.
Appears in 1 contract
Samples: Registration Rights Agreement (Casella Waste Systems Inc)