Common use of Request for Underwritten Offering Clause in Contracts

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units of the then-outstanding Registrable Securities, subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon request by such Holders, retain underwriters in order to permit such Holders to effect such sale through an Underwritten Offering. The obligation of the Partnership to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwriters, which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 and taking all reasonable actions as are requested by the Managing Underwriter or other underwriters to expedite or facilitate the disposition of such Registrable Securities. The Partnership shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units elect to dispose of at least 500,000 Registrable Securities (the then-outstanding Registrable Securities“Requesting Holders”), subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon request by such Requesting Holders, retain underwriters in order to permit such Holders to effect such sale through an Underwritten Offering. The obligation of the Partnership to retain underwriters at the Requesting Holders’ request shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwriters, which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 2.09 and taking all reasonable actions as are requested by the Managing Underwriter or other underwriters to expedite or facilitate the disposition of such Registrable Securities. The Partnership shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Selling Holders.

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units elect to dispose of the then-outstanding at least two million Registrable Securities, Securities (subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities ) under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon written request by such Holders, retain underwriters in order to permit such Holders to effect such sale through an Underwritten Offering. The obligation of the Partnership to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwritersUnderwriter(s), which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 2.08 and taking all reasonable actions as are requested by the Managing Underwriter or other underwriters Underwriter(s) to expedite or facilitate the disposition of such Registrable Securities. The Partnership shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units elect to dispose of the then-outstanding at least one million Registrable Securities, Securities (subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities ) under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon request by such Holders, retain underwriters in order to permit such Holders to effect such sale through though an Underwritten Offering. The obligation of the Partnership to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwritersUnderwriters, which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 and taking all reasonable actions as are requested by the Managing Underwriter or other underwriters Underwriters to expedite or facilitate the disposition of such Registrable Securities. The Partnership shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.

Request for Underwritten Offering. In the event that WPT or one or more Holders collectively holding more than 2,000,000 units elect to dispose of at least fifteen percent (15%) of the then-outstanding Registrable Securities, Securities (subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities ) under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon written request by such Holders, retain underwriters in order to permit such Holders to effect such sale through an Underwritten Offering. The obligation of the Partnership to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwritersUnderwriter(s), which shall includeinclude customary indemnities in favor of, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 and taking all reasonable actions as are requested by by, the Managing Underwriter or other underwriters Underwriter(s) to expedite or facilitate the disposition of such Registrable Securities. The Partnership shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units elect to dispose of at least [—] percent ([—]%) of the then-outstanding Registrable Securities, Securities (subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities ) under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon written request by such Holders, retain underwriters in order to permit such Holders to effect such sale through an Underwritten Offering. The obligation of the Partnership to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwritersUnderwriter(s), which shall includeinclude customary indemnities in favor of, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 and taking all reasonable actions as are requested by by, the Managing Underwriter or other underwriters Underwriter(s) to expedite or facilitate the disposition of such Registrable Securities. The Partnership shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.

Request for Underwritten Offering. In the event that one or more Holders collectively [holding more than 2,000,000 units at least [ ]% of the then-outstanding Registrable Securities, subject to adjustment pursuant to Section 3.04, elects Securities elect to dispose of Registrable Securities under a Registration Statement pursuant to an Underwritten Offering, and such Holders reasonably anticipate gross proceeds of at least $[ ] million pursuant to such Underwritten Offering][elect to dispose of at least [ ] Registrable Securities under a Registration Statement pursuant to an Underwritten Offering], the Partnership shall, upon request by such Holders, retain underwriters in order to permit such Holders to effect such sale through an Underwritten Offering. The obligation of the Partnership to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwriters, which shall include, among other provisions, indemnities to the effect Offering and to the extent provided in Section 2.07 and taking take all commercially reasonable actions as are requested by the Managing Underwriter or other underwriters to expedite or facilitate the disposition of such Registrable Securities. The Partnership shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holdersin connection with any such Underwritten Offering.

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units of the then-outstanding Registrable Securities, subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon request by such Holders, retain underwriters in order to permit such Holders to effect such sale through an Underwritten Offering. The obligation of the Partnership to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwriters, which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 and taking all reasonable actions as are requested by the Managing Underwriter or other underwriters to expedite or facilitate the disposition of such Registrable Securities. The Partnership shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.. 3

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units elect to dispose of the then-outstanding at least 1 million Registrable Securities, Securities (subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities ) under a Registration Statement pursuant to an Underwritten Offering, the Partnership Company shall, upon request by such Holders, retain underwriters in order to permit such Holders to effect such sale through though an Underwritten Offering. The obligation of the Partnership Company to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwriters, which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 and taking all reasonable actions as are requested by the Managing Underwriter or other underwriters to expedite or facilitate the disposition of such Registrable Securities. The Partnership Company shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units elect to dispose of the then-outstanding at least 1 million Registrable Securities, Securities (subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities ) under a Registration Statement pursuant to an Underwritten Offering, the Partnership Company shall, upon request by such Holders, retain underwriters in order to permit such Holders to effect such sale through though an Underwritten Offering. The obligation of the Partnership Company to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwritersUnderwriters, which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 and taking all reasonable actions as are requested by the Managing Underwriter or other underwriters Underwriters to expedite or facilitate the disposition of such Registrable Securities. The Partnership Company shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units elect to dispose of Registrable Securities reasonably likely to result in gross sale proceeds of at least $100 million in aggregate (the then-outstanding Registrable Securities, “Minimum Amount”) (subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities ) under a Registration Statement pursuant to an Underwritten Offering, the Partnership EVA shall, upon written request by such Holders, retain underwriters in order to permit such Holders to effect such sale through an Underwritten Offering. The obligation of the Partnership EVA to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwritersUnderwriter(s), which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 2.08 and taking all reasonable actions as are requested by the Managing Underwriter or other underwriters Underwriter(s) to expedite or facilitate the disposition of such Registrable Securities. The Partnership EVA shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.

Request for Underwritten Offering. In the event that one or more Holders collectively holding more than 2,000,000 units of the then-outstanding Registrable Securities, subject to adjustment pursuant to Section 3.04, elects to dispose of Registrable Securities under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon request by such Holders, retain underwriters in order to permit such Holders to effect such sale through though an Underwritten Offering. The obligation of the Partnership to retain underwriters shall include entering into an underwriting agreement in customary form with the Managing Underwriter or other underwriters, which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07 and taking all reasonable actions as are requested by the Managing Underwriter or other underwriters to expedite or facilitate the disposition of such Registrable Securities. The Partnership shall, upon request of the Holders, cause its management to participate in a roadshow or similar marketing effort on behalf of the Holders.