Common use of Participation Conditions Clause in Contracts

Participation Conditions. (a) The Investor may not participate in any registration hereunder that is underwritten unless the Investor (i) agrees to sell its Registrable Securities on the basis provided in any underwriting arrangements approved by the Investor (including pursuant to the terms of any over-allotment or “green shoe” option requested by the managing underwriter(s), provided that the Investor will not be required to sell more than the number of Registrable Securities that the Investor has requested the Company to include in any registration), (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up or holdback agreements and other documents reasonably required under the terms of such underwriting arrangements, so long as such provisions are substantially the same for all selling shareholders, and (iii) cooperates with the Company’s reasonable requests in connection with such registration or qualification. Notwithstanding the foregoing, the liability of the Investor or any transferee participating in such an underwritten registration will be limited to an amount equal to the amount of gross proceeds attributable to the sale of the Investor’s Registrable Securities.

Appears in 2 contracts

Samples: Investor Rights Agreement (Navigator Holdings Ltd.), Investor Rights Agreement (Navigator Holdings Ltd.)

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Participation Conditions. (a) The No Investor may not participate in any registration hereunder that is underwritten unless the such Investor (i) agrees to sell its Registrable Securities on the basis provided in any underwriting arrangements approved by the Investor Investors (including pursuant to the terms of any over-allotment or “green shoe” option requested by the managing underwriter(s), provided that the an Investor will not be required to sell more than the number of Registrable Securities that the such Investor has requested the Company to include in any registration), (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up or holdback agreements and other documents reasonably required under the terms of such underwriting arrangements, so long as such provisions are substantially the same for all selling shareholders, and (iii) cooperates with the Company’s reasonable requests in connection with such registration or qualification. Notwithstanding the foregoing, the liability of the an Investor or any transferee participating in such an underwritten registration will be limited to an amount equal to the amount of gross proceeds attributable to the sale of the such Investor’s Registrable Securities.

Appears in 2 contracts

Samples: Investor Rights Agreement (Navigator Holdings Ltd.), Investor Rights Agreement (Navigator Holdings Ltd.)

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