Common use of Participation in Underwritten Registrations Clause in Contracts

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days’ written notice of noncompliance and the Issuer’s decision to exclude such Holder.

Appears in 8 contracts

Samples: Registration Rights Agreement (Twenty-First Century Fox, Inc.), Registration Rights Agreement (Twenty-First Century Fox, Inc.), Registration Rights Agreement (Twenty-First Century Fox, Inc.)

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Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five 5 business days’ written notice of noncompliance and the Issuer’s decision to exclude such Holder.

Appears in 4 contracts

Samples: Registration Rights Agreement (News Corp), Registration Rights Agreement (Feg Holdings Inc), Registration Rights Agreement (News Corp)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Registrable Securities Transfer Restricted Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Company shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the IssuerCompany’s decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days15 Business Days’ written notice of noncompliance non-compliance and the IssuerCompany’s decision to exclude such Holder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Penn National Gaming Inc), Registration Rights Agreement (Language Line Holdings, Inc.), Registration Rights Agreement (Penn National Gaming Inc)

Participation in Underwritten Registrations. No Holder may ------------------------------------------- participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Issuers shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Issuers' decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five 5 business days' written notice of noncompliance non- compliance and the Issuer’s Issuers' decision to exclude such Holder.

Appears in 2 contracts

Samples: Registration Rights Agreement (FLN Finance Inc), Registration Rights Agreement (FLN Finance Inc)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Registrable 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Issuers shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Company's decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days’ 15 Business Days' written notice of noncompliance non-compliance and the Issuer’s Company's decision to exclude such Holder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Equinox Group Inc), Registration Rights Agreement (Amo Holdings LLC)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business daysBusiness Days’ written notice of noncompliance and the Issuer’s decision to exclude such Holder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Twenty-First Century Fox, Inc.), Registration Rights Agreement (News Corp)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Issuers shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Issuers' decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days’ 15 Business Days' written notice of noncompliance non-compliance and the Issuer’s Issuers' decision to exclude such Holder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Pentacon Industrial Group Inc), Registration Rights Agreement (Best Built Inc)

Participation in Underwritten Registrations. No Holder may ------------------------------------------- participate in any underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Registrable 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Company shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Issuers' decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days’ 15 Business Days' written notice of noncompliance non-compliance and the Issuer’s Company's decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (New Pier Operating Co Inc)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Issuers shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Issuers' decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five 10 business days' written notice of noncompliance non-compliance and the Issuer’s Issuers' decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Blue Bird Corp)

Participation in Underwritten Registrations. No Holder may ------------------------------------------- participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Company shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Company's decision to exclude ex- clude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five 5 business days' written notice of noncompliance non-compliance and the Issuer’s Company's decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Fox Kids Worldwide Inc)

Participation in Underwritten Registrations. No Holder may ------------------------------------------- participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Company shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Company's decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five 5 business days' written notice of noncompliance non- compliance and the Issuer’s Company's decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Fox Kids Worldwide Inc)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Registrable 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Issuers shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Issuers' decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days’ 15 Business Days' written notice of noncompliance non-compliance and the Issuer’s Issuers' decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Norske Skog Canada LTD)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Issuers shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Issuers' decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 6 in all material respects following five business days’ 15 Business Days' written notice of noncompliance non-compliance and the Issuer’s Issuers' decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Atrium Companies Inc)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Registrable Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Issuers shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the IssuerCompany’s decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days15 Business Days’ written notice of noncompliance non-compliance and the IssuerCompany’s decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Language Line Costa Rica, LLC)

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Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Company shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Company's decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five 5 business days' written notice of noncompliance non-compliance and the Issuer’s Company's decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Chemical Leaman Corp /Pa/)

Participation in Underwritten Registrations. No Holder may ------------------------------------------- participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Company shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Company's decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five 10 business days' written notice of noncompliance non-compliance and the Issuer’s Company's decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Gsi Group Inc)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Registrable 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Issuers shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Issuers' decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days’ written notice of noncompliance and the Issuer’s decision to exclude such Holderrespects.

Appears in 1 contract

Samples: Registration Rights Agreement (Triad Hospitals Inc)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Company and the Bank shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Company's or the Bank's decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five 5 business days' written notice of noncompliance non-compliance and the Issuer’s Company's or the Bank's decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Nb Capital Corp)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements. The Issuer shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s 's decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five 5 business days' written notice of noncompliance and the Issuer’s 's decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Feg Holdings Inc)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Registrable 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements agree- ments and other documents reasonably required under the terms of such underwriting arrangements. The Issuer Issuers shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Issuers' decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days’ 15 Business Days' written notice of noncompliance non-compliance and the Issuer’s Issuers' decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Norske Skog Canada LTD)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under un- 30 -29- der the terms of such underwriting arrangements. The Issuer Company shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Company's decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days’ 10 Business Days' written notice of noncompliance non-compliance and the Issuer’s Company's decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Westpoint Stevens Inc)

Participation in Underwritten Registrations. No Holder may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under un- 30 der the terms of such underwriting arrangements. The Issuer Company shall be under no obligation to compensate any Holder for lost income, interest or other opportunity foregone, or other liability incurred, as a result of the Issuer’s Company's decision to exclude such Holder from any underwritten registration if such Holder has not complied with the provisions of this Section 5 in all material respects following five business days’ 10 Business Days' written notice of noncompliance non-compliance and the Issuer’s Company's decision to exclude such Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Westpoint Stevens Inc)

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