Common use of REGISTRATION OF UNDERWRITTEN OFFERING Clause in Contracts

REGISTRATION OF UNDERWRITTEN OFFERING. If the offering of securities to be registered by Seller is underwritten, each Selling shareholder shall sell the Stock to or through the underwriter(s) of the securities being registered for the account of Seller or others upon the same terms applicable to Seller or others, and if the managing underwriter(s) reasonably determine that all or any portion of the shares of Stock held by the Selling Shareholders should not be included in the registration statement, then notwithstanding anything to the contrary in this Section, the determination of such underwriter(s) shall be conclusive; provided however that if such underwriter(s) determine that some but not all of the Stock of the Selling Shareholders shall be included in the registration statement, the number of shares of Stock owned by each Selling Shareholder to be included in the registration statement will be proportionately reduced in accordance with the respective written requests given as provided above.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Imatron Inc), 59 Stock Purchase Agreement (Positron Corp), Exhibit 1 Stock Purchase Agreement (Positron Corp)

AutoNDA by SimpleDocs

REGISTRATION OF UNDERWRITTEN OFFERING. If the offering of securities Common Stock to be registered by Seller the Company pursuant to either of the Registration Statements is underwritten, each Selling shareholder Shareholder shall sell the Stock Shares to or through the underwriter(s) of the securities Common Stock being registered for the account of Seller the Company or others upon the same terms applicable to Seller the Company or others, and if . If the managing underwriter(s) reasonably determine that all or any portion of the shares of Stock Shares held by the Selling Shareholders Shareholder should not be included in either of the registration statementRegistration Statements, then notwithstanding anything to the contrary in this Section, the determination of such underwriter(s) shall be conclusive; provided however provided, however, that if such underwriter(s) determine that some but not all of the Stock Shares of the Selling Shareholders Shareholder shall be included in the registration statementRegistration Statement, the number of shares of Stock Shares owned by each Selling Shareholder to be included in the registration statement Registration Statement will be proportionately reduced in accordance with the respective written requests given as provided above.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Imatron Inc), Common Stock Purchase Agreement (Finet Com Inc), Finet Com Inc

REGISTRATION OF UNDERWRITTEN OFFERING. If the offering of securities Common Stock to be registered by Seller the Company pursuant to the Registration Statement is underwritten, each Selling shareholder Shareholder shall sell the Stock Shares to or through the underwriter(s) of the securities Common Stock being registered for the account of Seller the Company or others upon the same terms applicable to Seller the Company or others, and if . If the managing underwriter(s) reasonably determine that all or any portion of the shares of Stock Shares held by the Selling Shareholders Shareholder should not be included in the registration statementRegistration Statement, then notwithstanding anything to the contrary in this Section, the determination of such underwriter(s) shall be conclusive; provided however provided, however, that if such underwriter(s) determine that some but not all of the Stock Shares of the Selling Shareholders Shareholder shall be included in the registration statementRegistration Statement, the number of shares of Stock Shares owned by each Selling Shareholder to be included in the registration statement Registration Statement will be proportionately reduced in accordance with the respective written requests given as provided above.

Appears in 2 contracts

Samples: Warrant And (Finet Com Inc), Finet Com Inc

REGISTRATION OF UNDERWRITTEN OFFERING. If the offering of securities Common Stock to be registered by Seller the Company pursuant to the Registration Statement is underwritten, each Selling selling shareholder shall sell the Stock Shares to or through the underwriter(s) of the securities Common Stock being registered for the account of Seller the Company or others upon the same terms applicable to Seller the Company or others, and if . If the managing underwriter(s) reasonably determine that all or any portion of the shares of Stock Shares held by the Selling Shareholders selling shareholder should not be included in the registration statementRegistration Statement, then notwithstanding anything to the contrary in this Section, the determination of such underwriter(s) shall be conclusive; provided however provided, however, that if such underwriter(s) determine that some but not all of the Stock Shares of the Selling Shareholders selling shareholder shall be included in the registration statementRegistration Statement, the number of shares of Stock Shares owned by each Selling Shareholder selling shareholder to be included in the registration statement Registration Statement will be proportionately reduced in accordance with the respective written requests given as provided above.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Finet Com Inc), Common Stock Purchase Agreement (Finet Com Inc)

REGISTRATION OF UNDERWRITTEN OFFERING. If the offering of securities to be registered by Seller is underwritten, each Selling shareholder shall sell the Stock to or through the underwriter(s) of the securities being registered for the account of Seller or others upon the same terms applicable to Seller or others, and if the managing underwriter(s) reasonably determine that all or any portion of the shares of Stock held by the Selling Shareholders should not be included in the registration statement, then notwithstanding anything to the contrary in this Section, the determination of such underwriter(s) shall be conclusive; provided however provided, however, that if such underwriter(s) determine that some but not all of the Stock of the Selling Shareholders shall be included in the registration statement, the number of shares of Stock owned by each Selling Shareholder to be included in the registration statement will be proportionately reduced in accordance with the respective written requests given as provided above.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Positron Corp), Stock Purchase Agreement (Imatron Inc)

REGISTRATION OF UNDERWRITTEN OFFERING. If the offering of securities Common Stock to be registered by Seller the Company pursuant to the S-1 Registration Statement is underwritten, each Selling shareholder Shareholder shall sell the Stock Shares to or through the underwriter(s) of the securities Common Stock being registered for the account of Seller the Company or others upon the same terms applicable to Seller the Company or others, and if . If the managing underwriter(s) reasonably determine that all or any portion of the shares of Stock Shares held by the Selling Shareholders Shareholder should not be included in either of the registration statementRegistration Statements, then notwithstanding anything to the contrary in this Section, the determination of such underwriter(s) shall be conclusive; provided however provided, however, that if such underwriter(s) determine that some but not all of the Stock Shares of the Selling Shareholders Shareholder shall be included in the registration statementRegistration Statement, the number of shares of Stock Shares owned by each Selling Shareholder to be included in the registration statement Registration Statement will be proportionately reduced in accordance with the respective written requests given as provided above.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Finet Com Inc)

AutoNDA by SimpleDocs

REGISTRATION OF UNDERWRITTEN OFFERING. If the offering of securities Resale Shares to be registered by Seller the Company pursuant to the Registration Statement is underwritten, each Selling shareholder selling stockholder shall sell the Stock Resale Shares to or through the underwriter(s) of the securities Resale Shares being registered for the account of Seller the Company or others upon the same terms applicable to Seller the Company or others, and if . If the managing underwriter(s) reasonably determine that all or any portion of the shares of Stock Resale Shares held by the Selling Shareholders selling stockholder should not be included in the registration statementRegistration Statement, then notwithstanding anything to the contrary in this Section, the determination of such underwriter(s) shall be conclusive; provided however provided, however, that if such underwriter(s) determine that some but not all of the Stock Resale Shares of the Selling Shareholders selling stockholder shall be included in the registration statementRegistration Statement, the number of shares of Stock Resale Shares owned by each Selling Shareholder selling stockholder to be included in the registration statement Registration Statement will be proportionately reduced in accordance with the respective written requests given as provided above.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Commonwealth Biotechnologies Inc)

REGISTRATION OF UNDERWRITTEN OFFERING. If the offering of securities Common Stock to be registered by Seller the Company pursuant to either of the S-1 Registration Statements is underwritten, each Selling shareholder Shareholder shall sell the Stock Shares to or through the underwriter(s) of the securities Common Stock being registered for the account of Seller the Company or others upon the same terms applicable to Seller the Company or others, and if . If the managing underwriter(s) reasonably determine that all or any portion of the shares of Stock Shares held by the Selling Shareholders Shareholder should not be included in either of the registration statementRegistration Statements, then notwithstanding anything to the contrary in this Section, the determination of such underwriter(s) shall be conclusive; provided however provided, however, that if such underwriter(s) determine that some but not all of the Stock Shares of the Selling Shareholders Shareholder shall be included in the registration statementRegistration Statement, the number of shares of Stock Shares owned by each Selling Shareholder to be included in the registration statement Registration Statement will be proportionately reduced in accordance with the respective written requests given as provided above.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Finet Com Inc)

REGISTRATION OF UNDERWRITTEN OFFERING. If the offering of securities to be registered by Seller Issuer is underwritten, each Selling shareholder shall sell the Stock Registrable Securities to or through the underwriter(s) of the securities being registered for the account of Seller Issuer or others upon the same terms applicable to Seller Issuer or others, and if the managing underwriter(s) reasonably determine that all or any portion of the shares of Stock Registrable Securities held by the Selling Shareholders should not be included in the registration statement, then notwithstanding anything to the contrary in this Section, the determination of such underwriter(s) shall be conclusive; provided however provided, however, that if such underwriter(s) determine that some but not all of the Stock Registrable Securities of the Selling Shareholders shall be included in the registration statement, the number of shares of Stock Registrable Securities owned by each Selling Shareholder to be included in the registration statement will be proportionately reduced in accordance with the respective written requests given as provided above.

Appears in 1 contract

Samples: Unit Subscription Agreement (Positron Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!