Common use of Plan of Distribution, Underwriters and Counsel Clause in Contracts

Plan of Distribution, Underwriters and Counsel. If a majority of the shares proposed to be sold in an underwritten offering through a non-shelf registration statement or through a shelf takedown is being sold by the Company for its own account, the Company will be entitled to determine the plan of distribution and select the managing underwriters for such offering. Otherwise, Stockholders holding a majority of the shares requested to be included in such offering will be entitled to determine the plan of distribution and select the managing underwriters, and such majority will also be entitled to select counsel for the selling Stockholders (which may be the same as counsel for the Company). In the case of a shelf registration statement, the plan of distribution will provide as much flexibility as is reasonably possible, including with respect to resales by transferee Stockholders.

Plan of Distribution, Underwriters and Counsel. If a majority of the shares Shares proposed to be sold in an underwritten offering through a non-shelf registration statement or through a shelf takedown is being sold by the Company for its own accountaccount (for clarity, excluding Shares to be sold by the Company for its own account to the extent the proceeds from such sale will be used to purchase Units from Investors), the Company will be entitled to determine the plan of distribution and select the managing underwriters for such offering. Otherwise, Stockholders holding a majority of the shares requested to be included in such offering applicable Requesting Holder will be entitled to determine the plan of distribution and select the managing underwriters, and such majority any provider of capital markets advisory services (which may include affiliates of a Requesting Holder), and will also be entitled to select counsel for the selling Stockholders Investors (which may be the same as counsel for the Company). In the case of a shelf registration statement, the plan of distribution will provide as much flexibility as is reasonably possible, including with respect to resales by transferee StockholdersInvestors.

Plan of Distribution, Underwriters and Counsel. If a majority of the shares Shares proposed to be sold in an underwritten offering through a non-shelf registration statement or through a shelf takedown is are being sold by the Company for its own account, the Company will be entitled to determine the plan of distribution and select the managing underwriters for such offering. Otherwise, the Carlyle Stockholders holding a majority of the shares Shares requested to be included in such offering will be entitled to determine the plan of distribution and select the managing underwriters, and such majority will also be entitled to select counsel for the selling Stockholders (which may be the same as counsel for the Company). In the case of a shelf registration statement, the plan of distribution will provide as much flexibility as is reasonably possible, including with respect to resales by transferee Stockholders.

Plan of Distribution, Underwriters and Counsel. If a majority of the shares proposed to be sold in an underwritten offering through a non-shelf registration statement or through a shelf takedown is being sold by the Company for its own account, the Company will be entitled to determine the plan of distribution and select the managing underwriters for such offering. Otherwise, Stockholders Holders holding a majority of the shares Registrable Securities requested to be included in such offering will be entitled to determine the plan of distribution and select the managing underwriters, and such majority will also be entitled to select counsel for the selling Stockholders Holders (which may be the same as counsel for the Company). In the case of a shelf registration statement, the plan of distribution will provide as much flexibility as is reasonably possible, including with respect to or resales by transferee StockholdersHolders.

Plan of Distribution, Underwriters and Counsel. If a majority of the shares Shares proposed to be sold in an underwritten offering through a non-shelf registration statement or through a shelf takedown is being sold by the Company Holdings for its own account, the Company Holdings will be entitled to determine the plan of distribution and select the managing underwriters for such offering. Otherwise, Stockholders holding a majority of the shares requested to be included in such offering will Centerbridge shall be entitled to determine the plan of distribution and select the managing underwriters, and such majority will shall also be entitled to select counsel for the selling Stockholders (which may be the same as counsel for the CompanyHoldings). In the case of a shelf registration statement, the plan of distribution will provide as much flexibility as is reasonably possible, including with respect to or resales by transferee Stockholders.

Plan of Distribution, Underwriters and Counsel. If a majority of the shares or other Registrable Securities proposed to be sold in an underwritten offering through a non-shelf registration statement or through a shelf takedown is being sold by the Company for its own account, the Company will be entitled to determine the plan of distribution and select the managing underwriters for such offering. Otherwise, Stockholders Holders holding a majority of the shares Registrable Securities requested to be included in such offering will be entitled to determine the plan of distribution and select the managing underwriters, and such majority will also be entitled to select counsel for the selling Stockholders Holders (which may be the same as counsel for the Company). In the case of a shelf registration statement, the plan of distribution will provide as much flexibility as is reasonably possible, including with respect to or resales by transferee StockholdersHolders.

Plan of Distribution, Underwriters and Counsel. If a majority of the shares Shares proposed to be sold in an underwritten offering through a non-shelf registration statement Registration Statement or through a shelf takedown is being sold by the Company for its own account, the Company will be entitled to determine the plan of distribution and select the managing underwriters for such offering. Otherwise, Stockholders holding a majority of the shares requested to be included in such offering Lead Investor will be entitled to determine the plan of distribution and select the managing underwriters, and such majority the Lead Investor will also be entitled to select counsel for the selling Stockholders Equityholders (which may be the same as counsel for the Company). In the case of a shelf registration statementRegistration Statement, the plan of distribution will provide as much flexibility as is reasonably possible, including with respect to resales by transferee StockholdersEquityholders and distributees in an In-Kind Distribution or Monetization.