Common use of Request for Underwritten Offering Clause in Contracts

Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose of at least one million Registrable Securities (subject to adjustment pursuant to Section 3.04) 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 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 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 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.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hi-Crush Partners LP), Form of Registration Rights Agreement (Hi-Crush Partners LP)

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Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose of at least one two million Registrable Securities (subject to adjustment pursuant to Section 3.04) 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 though 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 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 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.

Appears in 2 contracts

Samples: Registration Rights Agreement (Enviva Partners, LP), Registration Rights Agreement (Enviva Partners, LP)

Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose holding more than 2,000,000 units of at least one million 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 request by such Holders, retain underwriters in order to permit such Holders to effect such sale though 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 Underwritersother 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 Underwriters 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.

Appears in 2 contracts

Samples: Unit Purchase Agreement (Boardwalk Pipeline Partners, LP), Registration Rights Agreement (Boardwalk Pipeline Partners, LP)

Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose of at least one million 500,000 Registrable Securities (the “Requesting Holders”), subject to adjustment pursuant to Section 3.04) , 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 though 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 Underwritersunderwriters, 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 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 Selling Holders.

Appears in 2 contracts

Samples: Registration Rights Agreement (Lehigh Gas Partners LP), Registration Rights Agreement (Lehigh Gas Partners LP)

Request for Underwritten Offering. In Subject to Section 2.02(b), in the event that one or more Holders collectively elect a Holder elects to dispose of Registrable Securities having an aggregate value of at least one million five percent (5%) of the then-outstanding Registrable Securities (subject to adjustment pursuant to Section 3.04) under a Registration Statement pursuant to an Underwritten Offering, the Partnership Company shall, upon written request by such HoldersHolder, retain underwriters in order to permit such Holders Holder to effect such sale though through 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 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 Underwriters Underwriter(s) to expedite or facilitate the disposition of such Registrable Securities. The Partnership Company shall, upon request of the HoldersHolder, cause its management to participate in a roadshow or similar marketing effort on behalf of the HoldersHolder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Talos Energy Inc.), Registration Rights Agreement (SAILFISH ENERGY HOLDINGS Corp)

Request for Underwritten Offering. In the event that one or more Requesting Holders collectively elect to dispose of at least one million Registrable Demand Securities (subject to adjustment pursuant to Section 3.04) under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon request by such HoldersRequesting Holders during the Effectiveness Period, retain underwriters in order to permit such Holders to effect such sale though 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 Underwritersunderwriters, 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 Underwriters underwriters to expedite or facilitate the disposition of such Registrable Demand 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.

Appears in 1 contract

Samples: Registration Rights Agreement (PetroLogistics LP)

Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose of at least one million Registrable Securities (Securities, subject to adjustment pursuant to Section 3.04) , 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 though 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 Underwritersunderwriters, 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 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 Selling Holders.

Appears in 1 contract

Samples: Registration Rights Agreement (Lehigh Gas Partners LP)

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Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose holding more than 2,000,000 units of at least one million 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 request by such Holders, retain underwriters in order to permit such Holders to effect such sale 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 Underwritersother 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 Underwriters 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.

Appears in 1 contract

Samples: Registration Rights Agreement (Boardwalk Pipeline Partners, LP)

Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose holding more than 2,000,000 units of at least one million 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 request by such Holders, retain underwriters in order to permit such Holders to effect such sale though 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 Underwritersother 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 Underwriters 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 (b)

Appears in 1 contract

Samples: Registration Rights Agreement

Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose of Registrable Securities reasonably likely to result in gross sale proceeds of at least one $100 million Registrable Securities in aggregate (the “Minimum Amount”) (subject to adjustment pursuant to Section 3.04) 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 though 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 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 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.

Appears in 1 contract

Samples: Registration Rights Agreement (Enviva Partners, LP)

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