Common use of Participation in Underwritten Registrations Clause in Contracts

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons entitled hereunder to approve such arrangements, (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and fees.

Appears in 10 contracts

Samples: Registration Rights Agreement (Avatex Corp), Registration Rights Agreement (Wherehouse Entertainment Inc /New/), Stock Purchase Agreement (Shopko Stores Inc)

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Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesthese registration rights.

Appears in 8 contracts

Samples: Stockholders Agreement (Alliance Data Systems Corp), Stockholders Agreement (Peabody Energy Corp), Stockholders Agreement (Alliance Data Systems Corp)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any the underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 7 contracts

Samples: Registration Agreement (Healthgate Data Corp), Registration Agreement (Healthgate Data Corp), Registration Agreement (Healthgate Data Corp)

Participation in Underwritten Registrations. No Person person may participate in any underwritten registration hereunder unless such Person person (a) agrees to sell such Personperson's securities on the basis provided in any underwriting arrangements approved by the persons entitled hereunder to approve such arrangements, arrangements and (b) completes and executes all questionnaires, powers of attorney, custody agreements, indemnities, underwriting agreements and other documents reasonably required by the Company or managing underwriter under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesthis Agreement.

Appears in 5 contracts

Samples: Registration Rights Agreement (Rentech Inc /Co/), Registration Rights Agreement (Vaalco Energy Inc /De/), Registration Rights Agreement (Vaalco Energy Inc /De/)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (ai) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (bii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 5 contracts

Samples: Registration Rights Agreement (Grubb & Ellis Co), Stockholders Agreement (Krug International Corp), Registration Rights Agreement (Kojaian C Michael)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration Underwritten Registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees arrangements. Nothing in this Section 11 shall be construed to pay such Person's pro rata portion create any additional rights regarding the Registration of all underwriting discounts, commissions and feesRegistrable Securities in any Person otherwise than as set forth herein.

Appears in 4 contracts

Samples: Registration Rights Agreement (Alliance Imaging Inc /De/), Registration Rights Agreement (PRA International), Registration Rights Agreement (Blowout Entertainment Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person Person: (a) agrees to sell such Person's its securities on the basis provided in any underwriting arrangements reasonably approved by the persons Persons entitled hereunder to approve such arrangements, ; and (b) accurately completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably customarily required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Galacticomm Technologies Inc), Registration Rights Agreement (Video Jukebox Network Inc), Stock Purchase Agreement (Galacticomm Technologies Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration Underwritten Offering hereunder unless such Person (ai) agrees to sell such Person's securities Registrable Securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (bii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees arrangements. Nothing in this Section 8 shall be construed to pay such Person's pro rata portion create any additional rights regarding the registration of all underwriting discounts, commissions and feesRegistrable Securities in any Person otherwise than as set forth herein.

Appears in 3 contracts

Samples: Registration Rights Agreement (Directrix Inc), Registration Rights Agreement (Directrix Inc), Registration Rights Agreement (Directrix Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (ai) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (bii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (Johnson Outdoors Inc), Registration Rights Agreement (Esynch Corp/Ca), Registration Rights Agreement (Garfinkle Norton Et Al)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration Underwritten Offering hereunder unless such Person (ai) agrees to sell such Person's securities Registrable Securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (bii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees arrangements. Nothing in this Section 9 shall be construed to pay such Person's pro rata portion create any additional rights regarding the registration of all underwriting discounts, commissions and feesRegistrable Securities in any Person otherwise than as set forth herein.

Appears in 3 contracts

Samples: Registration Rights Agreement (General Atlantic Partners LLC), Registration Rights Agreement (Infogrames Entertainment Sa), Registration Rights Agreement (Atari Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesthese Registration Rights.

Appears in 3 contracts

Samples: Registration Rights Agreement (Accuhealth Inc), Registration Rights Agreement (Accuhealth Inc), Registration Rights Agreement (Accuhealth Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (American Architectural Products Corp), Registration Rights Agreement (American Architectural Products Corp)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration Underwritten Registration hereunder unless such Person (ai) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (bii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 1 contract

Samples: Purchase Agreement (Amtec Inc)

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Participation in Underwritten Registrations. No Person (including any Selling Holder) may participate in any underwritten registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder or otherwise to approve such arrangements, arrangements and (b) completes completes, executes and executes provides all questionnaires, powers of attorney, indemnities, underwriting agreements agreements, legal opinions and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesthese registration rights.

Appears in 1 contract

Samples: Securityholders Agreement (Econophone Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration Underwritten Registration hereunder unless such Person (ai) agrees to sell such Person's securities on the basis provided in any underwriting underwritten arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (bii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (General Bearing Corp)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder which is underwritten unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons entitled hereunder Acquirer (provided that all such arrangements are applied consistently to approve such arrangementsall selling stockholders, directors and executive officers) and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Integrated Systems Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (ai) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Person or Persons entitled hereunder to approve such arrangements, arrangements and (bii) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements, escrow agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion consistent with the provisions of all underwriting discounts, commissions and feesthis Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (MSX International Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder which is underwritten unless such Person (a) agrees to sell such Person's -s securities on the basis provided in any underwriting arrangements approved by the persons Person or Persons entitled hereunder to approve such arrangements, arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Ultimate Sports Entertainment Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata PRO RATA portion of all underwriting discounts, commissions discounts and feescommissions.

Appears in 1 contract

Samples: Registration Rights Agreement (TCW Group Inc)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and feesarrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Excel Legacy Corp)

Participation in Underwritten Registrations. No Person may participate in any underwritten registration hereunder unless such Person (a) agrees to sell such Person's securities on the basis provided in any underwriting arrangements approved by the persons Persons entitled hereunder to approve such arrangements, arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and (c) agrees to pay such Person's pro rata portion of all underwriting discounts, commissions and fees.arrangements. 92

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Aap Holdings Inc)

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