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 Registrable Securities having an aggregate value of at least $100.0 million based on the VWAP of such Registrable Securities as of the date of the Offering Notice (defined below) under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon written request by such Holders (“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.

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 $100.0 million based on five percent (5%) of the VWAP of such then-outstanding Registrable Securities as of the date of the Offering Notice (defined belowsubject 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 Holders (“Offering Notice”)Holder, retain underwriters in order to permit such Holders Holder to effect such sale 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(s), which shall include customary include, among other provisions, indemnities to the effect and to the extent provided in favor of, Section 2.08 and taking all reasonable actions as are requested by, by the Managing 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.

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 $100.0 million based on five percent (5%) of the VWAP of such then-outstanding Registrable Securities as of the date of the Offering Notice (defined belowsubject 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 (“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.

Request for Underwritten Offering. In the event that one or more Requesting Holders collectively elect to dispose of Registrable Demand Securities having an aggregate value of at least $100.0 million based on the VWAP of such Registrable Securities as of the date of the Offering Notice (defined belowsubject to adjustment pursuant to Section 3.04) under a Registration Statement pursuant to an Underwritten Offering, the Partnership shall, upon written request by such Requesting Holders (“Offering Notice”)during the Effectiveness Period, 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(s)Underwriter or underwriters, which shall include customary include, among other provisions, indemnities to the effect and to the extent provided in favor of, Section 2.08 and taking all reasonable actions as are requested by, by the Managing Underwriter(s) Underwriter or 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.