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 fifteen percent (15%) 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 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(s), which shall include customary indemnities in favor of, and taking all reasonable actions as are requested by, the Managing 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 6 contracts

Samples: Contribution Agreement, Registration Rights Agreement (Dominion Midstream Partners, LP), Purchase, Sale and Contribution Agreement (Dominion Midstream Partners, LP)

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Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose of Registrable Securities having an aggregate value of at least fifteen five percent (155%) 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 shall, upon written request by such HoldersHolders (“Offering Notice”), 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(s), which shall include customary indemnities in favor of, and taking all reasonable actions as are requested by, the Managing 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 (Oasis Midstream Partners LP), Registration Rights Agreement (Oasis Midstream Partners LP)

Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose of Registrable Securities having an aggregate value of at least fifteen percent (15%) $100.0 million based on the VWAP of such Registrable Securities as of the then-outstanding Registrable Securities date of the Offering Notice (subject to adjustment pursuant to Section 3.04defined below) under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon written request by such HoldersHolders (“Offering Notice”), 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(s), which shall include customary indemnities in favor of, and taking all reasonable actions as are requested by, the Managing 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 (Rice Midstream Partners LP), Registration Rights Agreement (Rice Midstream Partners LP)

Request for Underwritten Offering. In the event that one or more Holders collectively elect to dispose of at least fifteen [—] percent (15[—]%) 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 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(s), which shall include customary indemnities in favor of, and taking all reasonable actions as are requested by, the Managing 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 1 contract

Samples: Registration Rights Agreement (Westlake Chemical Partners LP)

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Request for Underwritten Offering. In the event that WPT or one or more Holders collectively elect to dispose of at least fifteen percent (15%) 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 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(s), which shall include customary indemnities in favor of, and taking all reasonable actions as are requested by, the Managing 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 1 contract

Samples: Registration Rights Agreement (Westlake Chemical Partners LP)

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