Common use of Piggyback Underwritten Offerings Clause in Contracts

Piggyback Underwritten Offerings. In the case of a registration or offering pursuant to Section 2.2, if the Company shall have determined to enter into an underwriting agreement in connection therewith, all of the Participating Holders’ Registrable Securities to be included in such registration shall be subject to such underwriting agreement. Any Participating Holder may, at its option, require (unless otherwise agreed by (i) the underwriters and (ii) the Applicable Initiating Holders) that any or all of the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such Participating Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement be conditions precedent to the obligations of such Participating Holder; provided, however, that the Company shall not be required to make any representations or warranties with respect to written information specifically provided by a Participating Holder for inclusion in any registration statement or prospectus. Unless otherwise agreed by (i) the underwriters and (ii) the Applicable Initiating Holders, each Participating Holder shall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such Participating Holder, its ownership of and title to the Registrable Securities, any written information specifically provided by such Participating Holder for inclusion in any registration statement or prospectus and its intended method of sale or distribution; and any liability of such Participating Holder to any underwriter or other Person under such underwriting agreement shall in no case be greater than the amount of the net proceeds received by such Participating Holder upon the sale of Registrable Securities pursuant to such underwriting agreement and in no event shall relate to anything other than information about such Holder specifically provided by such Holder for use in any registration statement or prospectus.

Piggyback Underwritten Offerings. In the case of a registration or offering pursuant to Section 2.2, if the Company shall have determined to enter into an underwriting agreement in connection therewith, all of the Participating Holders’ Registrable Securities to be included in such registration shall be subject to such underwriting agreement. Any Participating Holder may, at its option, require (unless otherwise agreed by (i) the underwriters and (iiii)(a) the Applicable Initiating HoldersAEA Investors, to the extent that no other participating Holder is selling a greater number of Registrable Securities than the AEA Investors in such underwritten offering, or, otherwise, (b) the Majority Participating Holders for such underwritten offering) that any or all of the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such Participating Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement be conditions precedent to the obligations of such Participating Holder; provided, however, . that the Company shall not be required to make any representations or warranties with respect to written information specifically provided by a Participating Holder for inclusion in any the registration statement or prospectusstatement. Unless otherwise agreed by (i) the underwriters and (iiii)(a) the Applicable Initiating HoldersAEA Investors, to the extent that no other participating Holder is selling a greater number of Registrable Securities than the AEA Investors in such underwritten offering, or, otherwise, (b) the Majority Participating Holders for such offering, each Participating Holder shall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such Participating Holder, its ownership of and title to the Registrable Securities, any written information specifically provided by such Participating Holder for inclusion in any registration statement or prospectus and its intended method of sale or distribution; and any liability of such Participating Holder to any underwriter or other Person under such underwriting agreement shall in no case be greater than the amount of the net proceeds received by such Participating Holder upon the sale of Registrable Securities pursuant to such underwriting agreement and in no event shall relate to anything other than information about such Holder specifically provided by such Holder for use in any registration statement or prospectus.

Piggyback Underwritten Offerings. In the case of a registration or offering pursuant to Section 2.2, if the Company shall have determined to enter into an underwriting agreement in connection therewith, all of the Participating Holders’ Registrable Securities to be included in such registration shall be subject to such underwriting agreement. Any Participating Holder may, at its option, require (unless otherwise agreed by (i) the underwriters and (ii) the Applicable Initiating Holders) that any or all of the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such Participating Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement be conditions precedent to the obligations of such Participating Holder; provided, however, provided that the Company shall not be required to make any representations or warranties with respect to written information specifically provided by a Participating Holder for inclusion in any the registration statement or prospectusstatement. Unless otherwise agreed by (i) the underwriters respective Participating Holders and (ii) the Applicable Initiating Holdersunderwriters, each such Participating Holder shall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such Participating Holder, its ownership of and title to the Registrable Securities, any written information specifically provided by such Participating Holder for inclusion in any the registration statement or prospectus and its intended method of sale or distribution; and any liability of such Participating Holder to any underwriter or other Person under such underwriting agreement shall in no case be greater than the amount of the net proceeds received by such Participating Holder upon the sale of Registrable Securities pursuant to such underwriting agreement registration statement and in no event shall relate to anything other than information about such Holder specifically provided by such Holder for use in any the registration statement or and prospectus. .

Piggyback Underwritten Offerings. In connection with any Underwritten Offering of the case of a registration or offering Company’s equity securities pursuant to Section 2.24.1, the Company shall not be required to include any Registrable Securities in such Underwritten Offering unless such selling Holders accept the terms of the Underwritten Offering as agreed upon between the Company and its underwriters. In connection with any proposed Underwritten Offering of Registrable Securities included in a Piggyback Registration pursuant to Section 4.1, if the managing underwriter or underwriters of such proposed Underwritten Offering informs the Company in writing (a copy of which shall be provided to the Holders) that, in its or their good faith opinion, the number of Registrable Securities and other securities requested to be included in such Underwritten Offering exceeds the number which can be sold in such Underwritten Offering without being likely to have determined to enter into an underwriting agreement in connection therewitha material and adverse effect on the price, all timing or distribution of the securities offered or the market for the securities offered, then the securities to be included in such Underwritten Offering shall be allocated as follows: (i) first, the securities proposed to be sold in such Underwritten Offering by the Company for its own account, and (ii) second, the number of Registrable Securities that, in the good faith opinion of such managing underwriter or underwriters, can be sold without having such material and adverse effect, with such number to be allocated pro rata among the Participating Holders’ Holders based on the relative number of Registrable Securities then held by each such Participating Holder (provided that any securities thereby allocated to a Participating Holder that exceed such Participating Holder’s request shall be reallocated among the remaining Participating Holders in like manner); provided, however, that the number of Registrable Securities to be included in such registration Underwritten Offering (a) shall not be subject reduced unless all other securities to be sold by other shareholders are first entirely excluded from such underwriting agreement. Any Participating Holder may, at its option, require (unless otherwise agreed by (i) the underwriters Underwritten Offering and (iib) the Applicable Initiating Holdersshall not be reduced below twenty percent (20.0%) that any or all of the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit total number of securities included in such underwriters shall also be made to and for the benefit of such Participating Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement be conditions precedent to the obligations of such Participating HolderUnderwritten Offering; provided, howeverfurther, that the Company shall not be required to make include any representations or warranties with respect Registrable Securities in the Registration Statement related to written information specifically provided by a Participating Holder for inclusion an Underwritten Offering conducted in any registration statement or prospectus. Unless otherwise agreed by (i) the underwriters and (ii) the Applicable Initiating Holders, each Participating Holder shall not be required to make any representations or warranties to or agreements connection with the Company or the underwriters other than representations, warranties or agreements regarding such Participating Holder, its ownership of and title to the Registrable Securities, any written information specifically provided by such Participating Holder for inclusion in any registration statement or prospectus and its intended method of sale or distribution; and any liability of such Participating Holder to any underwriter or other Person under such underwriting agreement shall in Qualified Public Event so long as no case be greater than the amount equity securities of the net proceeds received by Company are registered for resale for the account any other securityholder of the Company in such Participating Holder upon the sale of Registrable Securities pursuant to such underwriting agreement and in no event shall relate to anything other than information about such Holder specifically provided by such Holder for use in any registration statement or prospectusRegistration Statement.

Piggyback Underwritten Offerings. In the case of a registration or offering pursuant to Section 2.22.1, if the Company shall have determined to enter into an underwriting agreement in connection therewith, all of the Participating Holders’ Bisnode Registrable Securities of the Bisnode Participating Holders to be included in such registration shall be subject to such underwriting agreement. Any In the case of a registration pursuant to Section 2.1, any Bisnode Participating Holder may, at its option, require (unless otherwise agreed by (i) the underwriters and (ii) the Applicable Initiating Holders) that any or all of the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such Bisnode Participating Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement be conditions precedent to the obligations of such Bisnode Participating Holder; provided, however, provided that the Company shall not be required to make any representations or warranties with respect to written information specifically provided by a Bisnode Participating Holder for inclusion in any the registration statement or prospectusstatement. Unless In the case of a registration pursuant to Section 2.1, unless otherwise agreed by (i) the underwriters respective Bisnode Participating Holders and (ii) the Applicable Initiating Holdersunderwriters, each such Bisnode Participating Holder shall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such Bisnode Participating Holder, its ownership of and title to the Bisnode Registrable Securities, any written information specifically provided by such Bisnode Participating Holder for inclusion in any the registration statement or prospectus and its intended method of sale or distribution; and any liability of such Bisnode Participating Holder to any underwriter or other Person under such underwriting agreement shall in no case be greater than the amount of the net proceeds received by such Bisnode Participating Holder upon the sale of Bisnode Registrable Securities pursuant to such underwriting agreement registration statement and in no event shall relate to anything other than information about such Bisnode Holder specifically provided by such Bisnode Holder for use in any the registration statement or and prospectus.

Piggyback Underwritten Offerings. In If the case Company at any time proposes to register any of a its securities under the Act as contemplated by Section 4.3 and such securities are to be distributed by or through one or more underwriters, the Company will use its best efforts, if requested by any Holder of Registrable Securities, who requests piggyback registration or offering of Registrable Securities in connection therewith pursuant to Section 2.2, if 4.3 to arrange for such underwriters to include the Company shall have determined to enter into an underwriting agreement in connection therewith, all of the Participating Holders’ Registrable Securities to be included in offered and sold by such registration Holder among the securities to be distributed by or through such underwriters, provided that, for purposes of this sentence, "best efforts" shall not require the Company to reduce the amount or sale price of such securities proposed to be distributed by or through such underwriters. The Holders of Registrable Securities to be distributed by such underwriters shall be subject parties to the underwriting agreement between the Company and such underwriting agreement. Any Participating Holder may, at its option, require (unless otherwise agreed by (i) the underwriters and (ii) the Applicable Initiating Holders) that any or all of the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such underwriters underwriters, shall also be made to and for the benefit of such Participating Holder Holders of Registrable Securities, and the Company will cooperate with such Holders of Registrable Securities to the end that any or all of the conditions precedent to the obligations of such underwriters Holders of Registrable Securities under such underwriting agreement shall not include conditions that are not customary in underwriting agreements with respect to combined primary and secondary distributions and shall be conditions precedent otherwise satisfactory to the obligations such Holders. Such Holders of such Participating Holder; provided, however, that the Company Registrable Securities shall not be required by the Company to make any representations or warranties with respect to written information specifically provided by a Participating Holder for inclusion in any registration statement or prospectus. Unless otherwise agreed by (i) the underwriters and (ii) the Applicable Initiating Holders, each Participating Holder shall not be required to make any representations or warranties to or agreements (including customary indemnity agreements) with the Company or the underwriters other than reasonable representations, warranties or agreements regarding such Participating Holder, its ownership of such Holder's Registrable Securities and title to the Registrable Securities, any written information specifically provided by such Participating Holder for inclusion in any registration statement or prospectus and its Holder's intended method or methods of sale or distribution; distribution and any liability of such Participating Holder to any underwriter or other Person under such underwriting agreement shall in no case be greater than the amount of the net proceeds received representation required by such Participating Holder upon the sale of Registrable Securities pursuant to such underwriting agreement and in no event shall relate to anything other than information about such Holder specifically provided by such Holder for use in any registration statement or prospectuslaw.