Requested Underwritten Offering. If requested by the underwriters ------------------------------- for any underwritten offering by holders of Registrable Securities pursuant to a registration requested under section 4.1, the Company Shareholder Rights Agreement ---------------------------- will enter into an underwriting agreement with such underwriters for such offering. Such agreement shall be satisfactory in substance and form to each holder of Registrable Securities being registered and the underwriters and shall contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of this type, including, without limitation, indemnities to the effect and to the extent provided in section 4.7. The holders of Registrable Securities to be distributed by such underwriters shall be parties to such underwriting agreement and may, at their option, require that any or all of the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such holders and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement be conditions precedent to the obligations of such holders. Such holders of Registrable Securities shall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such holder, such holder's Registrable Securities, such holder's intended method of distribution and any other representation required by law.
Appears in 1 contract
Samples: Shareholder Rights Agreement (Federated Investors Inc /Pa/)
Requested Underwritten Offering. If requested by the underwriters ------------------------------- for any underwritten offering by holders of Registrable Securities Holders pursuant to a registration requested under section 4.1Section 2.1 or 2.2, the Company Shareholder Rights Agreement ---------------------------- will enter into an underwriting agreement with such underwriters for such offering. Such , such agreement shall to be satisfactory in substance and form to each holder of Registrable Securities being registered the Company, the Registering Holders and the underwriters and shall to contain such representations and warranties by the Company and such other terms as are then generally prevailing in agreements of this such type, including, without limitation, indemnities to the effect and to the extent provided in section 4.7Section 2.8 hereof. The holders Registering Holders will cooperate with the Company in the negotiation of Registrable Securities to be distributed by such underwriters the underwriting agreement, provided that nothing herein contained shall diminish the foregoing obligations of the Company. The Registering Holders shall be parties to such underwriting agreement and may, at their option, require that any or all of the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such underwriters agreement. No Registering Holder shall also be made to and for the benefit of such holders and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement be conditions precedent to the obligations of such holders. Such holders of Registrable Securities shall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements to or for the benefit of the Company and such underwriters regarding such holderRegistering Holder, such holderRegistering Holder's Registrable Securities, any other information supplied in writing by such holder's intended method of distribution Registering Holder to the Company specifically for use in the Registration Statement and any other representation required by lawlaw and will agree therein to an indemnity to the underwriters that is customary for transactions of that type.
Appears in 1 contract
Samples: Registration Agreement (National Propane Partners Lp)