Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by the Purchasers pursuant to a registration requested under Section 2.1, the Company shall enter into a customary underwriting agreement (in the form of underwriting agreement used at such time by the managing underwriter(s)) with a managing underwriter or underwriters selected by the Purchasers. Such underwriting agreement shall be satisfactory in form and substance to the Purchasers and shall contain such representations and warranties by, and such other agreements on the part of, the Company and such other terms as are generally prevailing in agreements of the managing underwriter(s), including, without limitation, their customary provisions relating to indemnification and contribution. The Purchasers shall be party 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 the Purchasers 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 the Purchasers.
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Samples: Registration Rights Agreement (Xo Communications Inc), Registration Rights Agreement (Xo Communications Inc), Registration Rights Agreement (Nextlink Communications Inc /De/)
Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by the Purchasers pursuant to a the registration requested under Section 2.1, the Company shall enter into a customary underwriting agreement (in the form of underwriting agreement used at such time by the managing underwriter(s)) with a managing underwriter or underwriters selected by the Purchasers. Such underwriting agreement shall be satisfactory in form and substance to the Purchasers and shall contain such representations and warranties by, and such other agreements on the part of, the Company and such other terms as are generally prevailing in agreements of the managing underwriter(s), including, without limitation, their customary provisions relating to indemnification and contribution. The Purchasers shall be party 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 the Purchasers 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 the Purchasers.
Appears in 2 contracts
Samples: Registration Rights Agreement (Xo Communications Inc), Stock Purchase Agreement (Icahn Carl C Et Al)
Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by the Purchasers Investor pursuant to a registration requested under Section 2.13.1, the Company shall will use its best efforts to enter into a customary an underwriting agreement (in the form of underwriting with such underwriters for such offering, such agreement used at such time by the managing underwriter(s)) with a managing underwriter or underwriters selected by the Purchasers. Such underwriting agreement shall to be reasonably satisfactory in substance and form and substance to the Purchasers Company, each such holder and shall the underwriters and to contain such representations and warranties by, and such other agreements on the part of, by the Company and such other terms as are generally prevailing in agreements of the managing underwriter(s)that type, including, without limitation, their customary provisions relating indemnities to indemnification the effect and contributionto the extent provided in Section 3.6 hereof. The Purchasers Investor will cooperate with the Company in the negotiation of the underwriting agreement and will give consideration to the reasonable suggestions of the Company regarding the form thereof. The Investor shall be party to such underwriting agreement and may, at their his 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 the Purchasers Investor 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 the PurchasersInvestor. The Investor 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 ownership of and title to the Registrable Securities, such holder's intended method of distribution and any other representations required by law, and any liability of the Investor to any underwriter or other person under such underwriting agreement shall be limited to liability arising from misstatements in or omissions from its representations and warranties and shall be limited to an amount equal to the net proceeds that the Investor derives from such registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Pawnmart Inc), Registration Rights Agreement (Pawnmart Inc)
Requested Underwritten Offerings. If requested by the -------------------------------- underwriters for any underwritten offering by the Purchasers Softbank pursuant to a registration Registration requested under Section 2.1, the Company shall will use reasonable efforts to enter into a customary an underwriting agreement (in the form of underwriting with such underwriters for such offering, such agreement used at such time by the managing underwriter(s)) with a managing underwriter or underwriters selected by the Purchasers. Such underwriting agreement shall to be reasonably satisfactory in substance and form and substance to the Purchasers Company, Softbank and shall the underwriters and to contain such representations and warranties by, and such other agreements on the part of, by the Company and such other terms as are generally prevailing in agreements of the managing underwriter(s)that type, including, without limitation, their customary provisions relating indemnities to indemnification the effect and contributionto the extent provided in Section 2.8. The Purchasers Softbank will cooperate with the Company in the negotiation of the underwriting agreement and will give consideration to the reasonable suggestion of the Company regarding the form thereof. Softbank shall be a party to such underwriting agreement and may, at their its 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 the Purchasers Softbank 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 Softbank. Softbank shall not be required to make any representations or warranties to or agreements with the PurchasersCompany 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 representations required by law.
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Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by the Purchasers Purchaser pursuant to a registration requested under Section 2.1, the Company shall enter into a customary underwriting agreement (in the form of underwriting agreement used at such time by the managing underwriter(s)) with a managing underwriter or underwriters selected by the PurchasersPurchaser. Such underwriting agreement shall be satisfactory in form and substance to the Purchasers Purchaser and shall contain such representations and warranties by, and such other agreements on the part of, the Company and such other terms as are generally prevailing in agreements of the managing underwriter(s), including, without limitation, their customary provisions relating to indemnification and contribution. The Purchasers Purchaser shall be party to such underwriting agreement and may, at their its 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 the Purchasers Purchaser 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 the PurchasersPurchaser.
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Samples: Registration Rights Agreement (Water Pik Technologies Inc)