Common use of Participation in Underwritten Registrations Clause in Contracts

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration hereunder unless such Stockholder (i) agrees to sell its Registrable Securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriter, and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, underwriting agreements, indemnities and other documents customarily required under the terms of such underwriting arrangements.

Appears in 8 contracts

Samples: Stockholders Agreement (Triton PCS Holdings Inc), Stockholder and Investor Rights Agreement (Dobson Communications Corp), Stockholders' Agreement (Desai Capital Management Inc)

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Participation in Underwritten Registrations. No Stockholder may ------------------------------------------- participate in any underwritten Registration hereunder unless such Stockholder (i) agrees to sell its Registrable Securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriter, and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, underwriting agreements, indemnities and other documents customarily required under the terms of such underwriting arrangements.

Appears in 4 contracts

Samples: Stockholders' Agreement (Triton PCS Inc), Stockholders' Agreement (Telecorp PCS Inc), Stockholders' Agreement (Telecorp Tritel Holding Co)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration registration hereunder unless such Stockholder holder (ia) agrees to sell its Registrable Securities such holder's securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterapprove such arrangements under Section 1(e) or 2(e) hereof, and (iib) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Holopak Technologies Inc), Registration Rights Agreement (Foilmark Inc), Agreement and Plan of Merger (Simon Robert J)

Participation in Underwritten Registrations. No Selling Stockholder may participate in any underwritten Registration registration hereunder unless such Stockholder holder (ia) agrees to sell its Registrable Securities such holder's securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterapprove such arrangements under Sections 1(e) or 2(e), and (iib) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (Chromavision Medical Systems Inc), Registration Rights Agreement (Emerge Interactive Inc), Registration Rights Agreement (Pamarco Technologies Inc)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration registration hereunder unless such Stockholder (i) agrees to sell its Registrable Securities such Stockholder's securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons Stockholders entitled hereunder to select the underwriter, approve such arrangements and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily reasonably required under the terms of such underwriting arrangementsarrangements or this Agreement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Asi Solutions Inc), Stockholders' Agreement (International Plastic Technologies Inc), Stockholders' Agreement (International Plastic Technologies Inc)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration hereunder unless such Stockholder (i) agrees to sell its Registrable Securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterunderwriter pursuant to subsections 4(a)(3) and (4)(b)(4) above, and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Stockholders' Agreement (Highwaymaster Communications Inc), Stockholders' Agreement (SBC Communications Inc)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration hereunder unless such Stockholder (i) agrees to sell its Registrable Securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterarrangements, and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements, provided that the representations and warranties of any Stockholder therein shall be limited to its title to the Registrable Securities to be sold and other matters within its knowledge.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Usinternetworking Inc), Stockholders' Agreement (Usinternetworking Inc)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration Underwritten Offering hereunder unless such Stockholder it (i) agrees to sell its the Registrable Securities included therein on the basis provided in any customary and reasonable underwriting arrangements approved by the persons Persons entitled hereunder to select the underwriter, approve such arrangements and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities custodial arrangements and other documents customarily required under the terms of such underwriting arrangements. Nothing in this Section 9 shall be construed to create any additional rights regarding the registration of Registrable Securities in any Person otherwise than as set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Internet Commerce Corp), Registration Rights Agreement (Internet Commerce Corp)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration Underwritten Offering hereunder unless such Stockholder it (i) agrees to sell its the Registrable Securities included therein on the basis provided in any customary and reasonable underwriting arrangements approved by the persons Persons entitled hereunder to select the underwriter, approve such arrangements and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements. Nothing in this Section 9 shall be construed to create any additional rights regarding the registration of Registrable Securities in any Person otherwise than as set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Internet Commerce Corp), Registration Rights Agreement (Internet Commerce Corp)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration Underwritten Offering hereunder unless such Stockholder it (i) agrees to sell its the Registrable Securities included therein on the basis provided in any customary and reasonable underwriting arrangements approved by the persons Persons entitled hereunder to select the underwriter, approve such arrangements and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities custodial arrangements and other documents customarily required under the terms of such underwriting arrangements. Nothing in this Section 8 shall be construed to create any additional rights regarding the registration of Registrable Securities in any Person otherwise than as set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Internet Commerce Corp)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration hereunder unless such Stockholder (i) agrees to sell its Registrable Securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterunderwriter pursuant to Sections 4.1.3 and 4.2.4, and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Stockholders' Agreement (Aeropostale Inc)

Participation in Underwritten Registrations. No Stockholder may ------------------------------------------- participate in any underwritten Registration registration hereunder unless such Stockholder (i) agrees to sell its Registrable Securities Shares on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterCompany, and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Supplemental Stockholders' Agreement (Tellium Inc)

Participation in Underwritten Registrations. No Stockholder may participate The Stockholders will not sell the Registrable Securities in any an underwritten Registration hereunder offering unless such Stockholder (ia) agrees the Stockholders agree to sell its the Registrable Securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterarrangements, and (iib) accurately completes in a timely manner the Representatives deliver to the Corporation completed and executes all executed questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily reasonably required under the terms of such underwriting arrangementsarrangements from each of the Stockholders.

Appears in 1 contract

Samples: Stock Registration Agreement (Lone Star Technologies Inc)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration hereunder unless such Stockholder (i) agrees to sell its Registrable Securities on the basis provided in any customary and reasonable underwriting arrangements reasonably approved by the persons entitled hereunder to select the underwriter, underwriter and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, custody agreements (including delivery of Registrable Securities pursuant thereto), underwriting agreements, indemnities agreements and other documents provided to such Stockholder which are customarily required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Stockholders' Agreement (Cinemark Inc)

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Participation in Underwritten Registrations. No Stockholder Notwithstanding anything in this Agreement to the contrary, no holder of Registrable Securities may participate in any registration of any underwritten Registration public offering hereunder pursuant to Section 2.2 unless such Stockholder holder of Registrable Securities: (i) agrees to sell its Registrable Securities Common Stock on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriter, Company; and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, the Purchaser Letter, underwriting agreements, indemnities agreements and all other documents customarily required under by the terms of such underwriting arrangementsregistrant or the underwriters, if any, in similar stock offerings.

Appears in 1 contract

Samples: Registration Rights Agreement (America Service Group Inc /De)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration hereunder unless such Stockholder (i) agrees to sell its Registrable Securities Shares of Common Stock on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterunderwriter pursuant to subsections (3)(a)(3) and (3)(b)(4) above, and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, underwriting agreements, indemnities lock-up agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (MMH Holdings Inc)

Participation in Underwritten Registrations. No Stockholder may participate in any registration hereunder which is underwritten Registration hereunder unless such Stockholder (ia) agrees to sell its Registrable Securities such Stockholder’s securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons Person or Persons entitled hereunder to select the underwriterapprove such arrangements, and (iib) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily that are standard and customary and are required under the terms of such underwriting arrangements, and (c) completes and executes any other documents reasonably required.

Appears in 1 contract

Samples: Registration Rights Agreement

Participation in Underwritten Registrations. No The Stockholder may not participate in any underwritten Registration registration hereunder unless such Stockholder holder (ia) agrees to sell its Registrable Securities Common on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriter, approve such arrangements and (iib) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily reasonably required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Precept Business Services Inc)

Participation in Underwritten Registrations. No Selling Stockholder may participate in any underwritten Registration registration hereunder unless such Stockholder holder (ia) agrees to sell its Registrable Securities such holder's securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterapprove such arrangements under Sections l(e) or 2(e), and (iib) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Travis International Inc)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration registration hereunder unless such Selling Stockholder (i) agrees to sell its Registrable Securities such Person's securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons Persons entitled hereunder to select the underwriter, approve such arrangements and (ii) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Stockholders' Agreement (Americhoice Corp)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration registration hereunder unless such Stockholder holder (ia) agrees to sell its Registrable Securities such holder's securities on the basis provided in any customary and reasonable underwriting arrangements approved by the persons entitled hereunder to select the underwriterapprove such arrangements under Section 1(e) or 2(e) hereof, and (iib) accurately completes in a timely manner and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, indemnities agreements and other documents customarily required under the terms of such underwriting arrangements. 7.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Foilmark Inc)

Participation in Underwritten Registrations. No Stockholder may participate in any underwritten Registration Underwritten Offering hereunder unless such Stockholder it (ia) agrees to sell its the Registrable Securities included therein on the basis provided in any customary and reasonable underwriting arrangements approved by the persons Persons entitled hereunder to select the underwriter, approve such arrangements and (iib) accurately completes in a timely manner and executes all questionnaires, powers of attorney, underwriting custody agreements, indemnities indemnities, underwriting agreements and other documents customarily required under the terms of such underwriting arrangements. Nothing in this Section 9 shall be construed to create any additional rights regarding the registration of Registrable Securities in any Person otherwise than as set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Kroll Inc)

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