Participation in Underwritten Offerings. (a) No Person may participate in any registration hereunder which is underwritten unless such Person (i) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the Person or Persons entitled hereunder to approve such arrangements (including, without limitation, pursuant to the terms of any over-allotment or "green shoe" option requested by the managing underwriter(s), provided that no holder of Registrable Securities will be required to sell more than the number of Registrable Securities that such holder has requested the Company to include in any registration) and (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. (b) Each Person that is participating in any registration hereunder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1(f) above, such Person will forthwith discontinue the disposition of its Registrable Securities pursuant to the registration statement until such Person's receipt of the copies of a supplemented or amended prospectus as contemplated by such Section 3.1(f). In the event the Company shall give any such notice, the applicable time period mentioned in Section 3.1(b) during which a Registration Statement is to remain effective shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to this paragraph to and including the date when each seller of a Registrable Security covered by such registration statement shall have received the copies of the supplemented or amended prospectus contemplated by Section 3.1(f).
Appears in 5 contracts
Samples: Investor Rights Agreement (Goamerica Inc), Investor Rights Agreement (Goamerica Inc), Investor Rights Agreement (Goamerica Inc)
Participation in Underwritten Offerings. (a) No Person may participate in any registration hereunder which is underwritten unless such Person (i) agrees to sell such Person's ’s securities on the basis provided in any underwriting arrangements approved by the Person or Persons entitled hereunder to approve such arrangements (including, without limitation, pursuant to the terms of any over-allotment or "“green shoe" ” option requested by the managing underwriter(s), provided that no holder of Registrable Securities will be required to sell more than the number of Registrable Securities that such holder has requested the Company to include in any registration) and (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.
(b) Each Person that is participating in any registration hereunder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1(f) above, such Person will forthwith discontinue the disposition of its Registrable Securities pursuant to the registration statement until such Person's ’s receipt of the copies of a supplemented or amended prospectus as contemplated by such Section 3.1(f). In the event the Company shall give any such notice, the applicable time period mentioned in Section 3.1(b) during which a Registration Statement is to remain effective shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to this paragraph to and including the date when each seller of a Registrable Security covered by such registration statement shall have received the copies of the supplemented or amended prospectus contemplated by Section 3.1(f).
Appears in 3 contracts
Samples: Investor Rights Agreement (Clearlake Capital Partners, LLC), Registration Rights Agreement (Avago Technologies Manufacturing (Singapore) Pte. Ltd.), Investor Rights Agreement (Clearlake Capital Partners, LLC)
Participation in Underwritten Offerings. (a) No Person Stockholder may participate in any registration hereunder which is underwritten unless such Person Stockholder (i) agrees to sell such Person's its securities on the basis provided in any underwriting arrangements approved by the Person Sponsor (or Persons entitled hereunder to approve such arrangements (the Stockholders holding a majority of the Registrable Securities for which registration is sought, for any registration in which the Sponsor does not participate and in which the other Stockholders do participate) including, without limitation, pursuant to the terms of any over-allotment or "“green shoe" ” option requested by the managing underwriter(s), provided that no holder of Registrable Securities such Stockholder will not be required to sell more than the number of Registrable Securities that such holder Stockholder has requested the Company to include in any registration) , and (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.
(b) Each Person that is participating in any registration hereunder Stockholder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1(f3.1(e) above, such Person Stockholder will forthwith discontinue the disposition of its Registrable Securities pursuant to the registration statement until such Person's Stockholder’s receipt of the copies of a supplemented or amended prospectus as contemplated by such Section 3.1(f3.1(e). In the event the Company shall give any such notice, the applicable time period mentioned in Section 3.1(b) during which a Registration Statement is to remain effective shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to this paragraph to and including the date when each seller of a Registrable Security covered by such registration statement Stockholder shall have received the copies of the supplemented or amended prospectus contemplated by Section 3.1(f3.1(e).
Appears in 3 contracts
Samples: Registration Rights Agreement (Frontier Group Holdings, Inc.), Registration Rights Agreement (Frontier Group Holdings, Inc.), Registration Rights Agreement (Frontier Group Holdings, Inc.)
Participation in Underwritten Offerings. (a) No Person may participate in any registration hereunder which is underwritten unless such Person (i) agrees to sell such Person's ’s securities on the basis provided in any underwriting arrangements approved pursuant to this Agreement by the Person or Persons entitled hereunder to approve such arrangements (including, without limitation, including pursuant to the terms of any over-allotment or "“green shoe" ” option requested by the managing underwriter(s), ; provided that no holder of Registrable Securities will be required to sell more than the number of Registrable Securities that such holder has requested the Company to include in any registration) and (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.
(b) Each Person that is participating in any registration hereunder agrees that, upon receipt of any notice from the Company of the happening occurrence of any event of the kind described in Section 3.1(f3.1(e) aboveof this Agreement, such Person will forthwith discontinue the disposition of its Registrable Securities pursuant to the registration statement Registration Statement until such Person's ’s receipt of the copies of a supplemented or amended prospectus as contemplated by such Section 3.1(f3.1(e). In the event the Company shall give any such notice, the applicable time period mentioned in Section 3.1(b) of this Agreement during which a Registration Statement is to remain effective shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to this paragraph to and including the date when each seller of a Registrable Security covered by such registration statement Registration Statement shall have received the copies of the supplemented or amended prospectus contemplated by Section 3.1(f)3.1(e) of this Agreement.
Appears in 3 contracts
Samples: Registration Rights Agreement (PHI Group, Inc./De), Registration Rights Agreement (PHI Group, Inc./De), Registration Rights Agreement (PHI Group, Inc./De)
Participation in Underwritten Offerings. (a) No Person may participate in any registration hereunder which is underwritten unless such Person (i) agrees to sell such Person's ’s securities on the basis provided in any underwriting arrangements approved by the Person or Persons entitled hereunder to approve such arrangements (including, without limitation, pursuant to the terms of any over-allotment or "“green shoe" ” option requested by the managing underwriter(s), provided that no holder of Registrable Securities will be required to sell more than the number of Registrable Securities that such holder has requested the Company Issuer to include in any registration) and (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.
(b) Each Person that is participating in any registration hereunder agrees that, upon receipt of any notice from the Company Issuer of the happening of any event of the kind described in Section 3.1(f4.1(e) above, such Person will forthwith discontinue the disposition of its Registrable Securities pursuant to the registration statement until such Person's ’s receipt of the copies of a supplemented or amended prospectus as contemplated by such Section 3.1(f4.1(e). In the event the Company Issuer shall give any such notice, the applicable time period mentioned in Section 3.1(b4.1(b) during which a Registration Statement is to remain effective shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to this paragraph to and including the date when each seller of a Registrable Security covered by such registration statement shall have received the copies of the supplemented or amended prospectus contemplated by Section 3.1(f4.1(e).
Appears in 2 contracts
Samples: Investor Rights Agreement (Sensata Technologies Holland, B.V.), Investor Rights Agreement (Sensata Technologies Holding B.V.)
Participation in Underwritten Offerings. (a) No Person may participate in any registration hereunder which is underwritten unless such Person (i) agrees to sell such Person's ’s securities on the basis provided in any underwriting arrangements approved by the Person or Persons entitled hereunder to approve such arrangements (including, without limitation, pursuant to the terms of any over-allotment or "“green shoe" ” option requested by the managing underwriter(s), provided that no holder of Registrable Securities will be required to sell more than the number of Registrable Securities that such holder has requested the Company to include in any registration) and (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.
(b) Each Person that is participating in any registration hereunder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1(f3.1(e) above, such Person will forthwith discontinue the disposition of its Registrable Securities pursuant to the registration statement until such Person's ’s receipt of the copies of a supplemented or amended prospectus as contemplated by such Section 3.1(f3.1(e). In the event the Company shall give any such notice, the applicable time period mentioned in Section 3.1(b) during which a Registration Statement is to remain effective shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to this paragraph to and including the date when each seller of a Registrable Security covered by such registration statement shall have received the copies of the supplemented or amended prospectus contemplated by Section 3.1(f3.1(e).
Appears in 2 contracts
Samples: Registration Rights Agreement (CommScope Holding Company, Inc.), Registration Rights Agreement (Toys R Us Inc)
Participation in Underwritten Offerings. (a) No Person Xxxxx may not participate in any registration hereunder which is underwritten unless such Person Xxxxx (i) agrees to sell such Person's Xxxxx’ securities on the basis provided in any underwriting arrangements approved by the Person or Persons entitled hereunder to approve such arrangements (including, without limitation, pursuant to the terms of any over-allotment or "“green shoe" ” option requested by the managing underwriter(s), provided that no holder of Registrable Securities Xxxxx will not be required to sell more than the number of Registrable Securities that such holder Xxxxx has requested the Company to include in any registration) and (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.
(b) Each Person that is participating in any registration hereunder Xxxxx agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1(f3.1(e) above, such Person Xxxxx will forthwith discontinue the disposition of its his Registrable Securities pursuant to the registration statement until such Person's the Xxxxx’ receipt of the copies of a supplemented or amended prospectus as contemplated by such Section 3.1(f3.1(e). In the event the Company shall give any such notice, the applicable time period mentioned in Section 3.1(b) during which a Registration Statement is to remain effective shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to this paragraph to and including the date when each seller of a Registrable Security covered by such registration statement Xxxxx shall have received the copies of the supplemented or amended prospectus contemplated by Section 3.1(f3.1(e).
Appears in 2 contracts
Samples: Registration Rights Agreement (FB Financial Corp), Registration Rights Agreement (FB Financial Corp)
Participation in Underwritten Offerings. (a) No Person The Holders may not participate in any registration hereunder which is underwritten unless such Person the Holders (i) agrees agree to sell such Person's the Holders’ securities on the basis provided in any underwriting arrangements approved by the Person or Persons entitled hereunder to approve such arrangements (including, without limitation, pursuant to the terms of any over-allotment or "“green shoe" ” option requested by the managing underwriter(s), provided that no holder of Registrable Securities but the Holders will not be required to sell more than the number of Registrable Securities that such holder has the Holders have requested the Company to include in any registration) and (ii) completes complete and executes execute all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.
(b) Each Person that is participating in any registration hereunder agrees The Holders agree that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1(f3.1(e) above, such Person the Holders will forthwith discontinue the disposition of its their Registrable Securities pursuant to the registration statement until such Person's the Holders’ receipt of the copies of a supplemented or amended prospectus as contemplated by such Section 3.1(f3.1(e). In the event If the Company shall give gives any such notice, the applicable time period mentioned in Section 3.1(b) during which a Registration Statement is to remain effective shall is to be extended by the number of days during the period from and including the date of the giving of such notice pursuant to this paragraph to and including the date when each seller of a Registrable Security covered by such registration statement shall the Holders have received the copies of the supplemented or amended prospectus contemplated by Section 3.1(f3.1(e).
Appears in 2 contracts
Samples: Registration Rights Agreement (William Bradford Haines Financial Services Trust), Registration Rights Agreement (Bank7 Corp.)
Participation in Underwritten Offerings. (a) No Person Holder may participate in any registration or offering hereunder which is underwritten unless such Person Holder (i) agrees to sell such Person's Holder’s securities on the basis provided in any underwriting arrangements approved by the Person or Persons entitled hereunder to approve such arrangements Designated Holder (including, without limitation, pursuant to the terms of any over-allotment or "“green shoe" ” option requested by the managing underwriter(s), provided that no holder of Registrable Securities Holder will be required to sell more than the number of Registrable Securities that such holder Holder has requested the Company to include in any registration) and (ii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.
(b) Each Person that is participating in any registration hereunder Holder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1(f3.1(e) above, such Person Holders will forthwith discontinue the disposition of its Registrable Securities pursuant to the registration statement until such Person's receipt of the copies of a supplemented or amended prospectus as contemplated by such Section 3.1(f3.1(e). In the event the Company shall give any such notice, the applicable time period mentioned in Section 3.1(b) during which a Registration Statement is to remain effective shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to this paragraph to and including the date when each seller of a Registrable Security covered by such registration statement the Company shall have received distributed the copies of the supplemented or amended prospectus contemplated by Section 3.1(f3.1(e).
Appears in 2 contracts
Samples: Registration Rights Agreement (HBT Financial, Inc.), Registration Rights Agreement (HBT Financial, Inc.)