Common use of Requested Underwritten Offerings Clause in Contracts

Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by holders of Registrable Securities pursuant to a registration requested under Section 2.1, the Company will enter into an underwriting agreement with such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to each such holder and the underwriters and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.6. 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 of Registrable Securities and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable Securities. Any such holder 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 and such holder's intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2.

Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by holders of Registrable Securities pursuant to a registration requested under Section 2.12(a), the Company will enter into an underwriting agreement with such underwriters for such offering, such . Such agreement to shall be reasonably satisfactory in substance and form to the Company and to each holders of a majority of the Registrable Securities requesting such holder registration and the underwriters and to shall contain such representations and warranties by the Company and by the selling shareholders and such other terms as are generally prevailing in underwriting agreements of the same this type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.62(e). 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 of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such holders of Registrable Securities and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable Securities. Any such holder In addition, the Company may, at its option, require that any or all of the representations and warranties by, and the other agreements on the part of holders of Registrable Securities to and for the benefit of such underwriters shall not also be required to make any representations or warranties to or agreements with made and for the Company or benefit of the underwriters other than representations, warranties or agreements regarding such holder, such holder's Registrable Securities and such holder's intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2Company.

Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by holders of Registrable Securities pursuant to a registration requested under Section 2.1, the Company will enter into an underwriting agreement with such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to each holder of such holder Registrable Securities (or Warrants therefor) and the underwriters and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same this type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.62.7. 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 of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such holders of Registrable Securities and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable Securities. Any such holder 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 and such holder's intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.

Requested Underwritten Offerings. If requested by the underwriters -------------------------------- for any underwritten offering by holders of Registrable Securities pursuant to a registration requested under Section 2.14.1, the Company will enter into an underwriting agreement with such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to Company, each such holder selling Stockholder and the underwriters and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.64.7. The holders Each selling Stockholder will cooperate with the Company in the negotiation of Registrable Securities the underwriting agreement and will give consideration to be distributed by such underwriters the reasonable suggestions of the Company regarding the form thereof. Such selling Stockholder shall be parties 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 of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such holders of Registrable Securities selling Stockholder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations obligation of such holders of Registrable Securitiesselling Stockholder. Any such holder of Registrable Securities No selling Stockholder 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 holderselling Stockholder, such holderselling Stockholder's Registrable Securities and Securities, such holderselling Stockholder's intended method of distribution and any other representation representations required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.

Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by holders of Registrable Securities pursuant to a registration requested under Section 2.1, the Company will enter into an underwriting agreement with such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to each holder of such Registrable Securities (or Warrants therefor), the Company and to each such holder and the underwriters and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same this type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.62.7. 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 of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such holders of Registrable Securities and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable Securities. Any such holder 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 and such holder's intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.

Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by holders of Registrable Securities pursuant to a registration requested under Section 2.1, the Company will enter into an underwriting agreement with such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to Company, each such holder and the underwriters and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.62.7. The holders of the Registrable Securities proposed to be distributed by such underwriters will cooperate with the Company in the negotiation of the underwriting agreement. Such holders of Registrable Securities 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 of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such holders of Registrable Securities and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be on conditions precedent to the obligations of such holders of Registrable Securities. Any such holder 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 and such holder's intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.

Requested Underwritten Offerings. If requested by the underwriters Underwriter(s) for any underwritten offering by holders of Registrable Securities Selling Holders pursuant to a registration requested under Section 2.1, the Company will enter into an underwriting agreement with such underwriters Underwriter(s) for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to Company, each such holder Selling Holder and the underwriters Underwriter(s), and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same this type, including, without limitation, indemnities to the effect and to the extent provided in Section section 2.6. The holders Selling Holders will cooperate with the Company in the negotiation of Registrable Securities the underwriting agreement and will give consideration to be distributed by such underwriters the reasonable suggestions of the Company regarding the form thereof, provided that nothing herein contained shall diminish the foregoing obligations of the Company. The Selling Holders shall be parties to such underwriting agreement and may, at their optionoperation, require that any or all of the representations and warranties by, and the other agreements on the part of of, the Company to and for the benefit of such underwriters Underwriter(s) shall also be made to and for the benefit of such holders of Registrable Securities Selling Holders and that any or all of the conditions precedent to the obligations of such underwriters Underwriter(s) under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable SecuritiesSelling Holders. Any such holder of Registrable Securities Selling Holder shall not be required to make any representations or warranties to or agreements with the Company or the underwriters Underwriter(s) other than representations, representations and warranties contained in a writing furnished by such Selling Holder expressly for use in such registration statement or agreements regarding such holderSelling Holder, such holderSelling Holder's Registrable Securities and such holderSelling Holder's intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.

Requested Underwritten Offerings. If requested by the -------------------------------- underwriters or a qualified independent underwriter for any underwritten offering by holders of Registrable Securities CDPQ pursuant to a registration requested under Section 2.1Demand Registration, the Company Corporation will enter into an underwriting agreement with such underwriters underwriters, or an agreement with such qualified independent underwriter, for such offering, such agreement to be reasonably satisfactory in substance and form to the Company Corporation and to each such holder CDPQ and the underwriters and to contain such representations and warranties by the Company Corporation and such other terms as are generally prevailing in underwriting agreements of the same such type, including, including without limitation, indemnities to the effect and to the extent provided in Section 2.6Paragraph 8. The holders CDPQ will cooperate with the Corporation 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 Corporation. CDPQ shall be parties 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 Corporation to and for the benefit of such underwriters shall also be made to and for the benefit of such holders of Registrable Securities CDPQ and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable Securities. Any such holder of Registrable Securities CDPQ, CDPQ shall not be required to make any representations or warranties to or agreements with with. the Company Corporation or the underwriters other than representations, warranties or agreements regarding such holderCDPQ, such holderCDPQ's Registrable registerable Securities and such holderCDPQ's intended method of distribution distribution, any other information supplied in writing by the CDPQ to the Corporation specifically for use in the registration statement and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.

Requested Underwritten Offerings. If requested by the underwriters or a qualified independent underwriter for any underwritten offering by holders of Registrable Securities the Partnership pursuant to a registration requested under Section 2.11.1, the Company will enter into an underwriting agreement with such underwriters underwriters, or an agreement with such qualified independent underwriter, for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to each such holder the Partnership and the underwriters and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same such type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.61.8. The holders Partnership 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 Partnership shall be parties 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 of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such holders of Registrable Securities the Partnership and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable Securitiesthe Partnership. Any such holder of Registrable Securities The Partnership 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 holderthe Partnership, such holderthe Partnership's Registrable Registerable Securities and such holderthe Partnership's intended method of distribution distribution, any other information supplied in writing by the Partnership to the Company specifically for use in the Registration Statement and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.

Requested Underwritten Offerings. If requested by the underwriters Managing Underwriters for any underwritten offering by holders of Registrable Securities any Investor pursuant to a registration requested under Section 2.12.2 hereof, the Company will enter into an underwriting agreement with such underwriters Managing Underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to each Company, such holder Participating Investors and the underwriters Managing Underwriters, and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same this type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.62.8 hereof. The holders Participating Investors will cooperate with the Company in the negotiation of Registrable Securities to be distributed by such underwriters the underwriting agreement. The Participating Investors shall be parties 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 of, the Company to and for the benefit of such underwriters Managing Underwriters shall also be made to and for the benefit of such holders of Registrable Securities Participating Investors and that any or all of the conditions precedent to the obligations of such underwriters Managing Underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable SecuritiesParticipating Investors. Any such holder of Registrable Securities A Participating Investor shall not be required to make any representations or warranties to or agreements with the Company or the underwriters Managing Underwriters other than representations, representations and warranties contained in a writing furnished by such holder expressly for use in such registration statement or agreements regarding such holderParticipating Investors, such holder's the Participating Investor’s Registrable Securities and such holder's the Participating Investor’s intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.

Requested Underwritten Offerings. If requested by the -------------------------------- underwriters for any underwritten offering by holders of Registrable Securities the Stockholders pursuant to a registration requested under Section 2.1, the Company will shall enter into an a customary underwriting agreement with such underwriters for such offering, such the underwriters. Such underwriting agreement to shall be reasonably satisfactory in form and substance and form to the Company Initiating Stockholder in the case of a Demand Registration or to the Major Stockholder if there is no Initiating Stockholder and to each such holder and the underwriters and to shall contain such representations and warranties by by, and such other agreements on the part of, the Company and such other terms as are generally prevailing in underwriting agreements of the same that type, including, without limitation, indemnities to and contribution agreements. Any Stockholder participating in the effect and to the extent provided in Section 2.6. The holders of Registrable Securities to be distributed by such underwriters offering shall be parties 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 of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such holders of Registrable Securities Stockholder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable Securities. Any such holder of Registrable Securities Stockholder; provided, however, that the Company shall not be required to make any representations or warranties with respect to or written information specifically provided by a selling Stockholder for inclusion in the registration statement. Such underwriting agreement shall also contain such representations and warranties by the participating Stockholders as are customary in agreements with the Company or the underwriters other than representations, warranties or agreements regarding such holder, such holder's Registrable Securities and such holder's intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2that type.

Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by holders of Registrable Securities the Holders pursuant to a registration requested under Section 2.1, the Company will shall enter into an a customary underwriting agreement with the underwriters. Such underwriting agreement shall be satisfactory in form and substance to the Holders acting reasonably and in such underwriting agreement, the Company shall, make to, and for the benefit of, such Holders the representations, warranties and covenants of the Company which are being made to, and for the benefit of, such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to each such holder and the underwriters and to contain such representations and warranties by the Company and such other terms as which are generally prevailing in underwriting agreements of the same type, including, without limitation, indemnities type customarily provided to institutional investors in secondary offerings. Any Holder participating in the effect and to the extent provided in Section 2.6. The holders of Registrable Securities to be distributed by such underwriters offering shall be parties a party to such underwriting agreement and may, at their its option, require that any or all of the representations and warranties made by, and the other agreements on the part of of, the Company to to, and for the benefit of of, such underwriters shall also be made to to, and for the benefit of of, such holders of Registrable Securities Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable Securities. Any such holder of Registrable Securities Holder; provided, however, that the Company shall not be required to make any representations or warranties with respect to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such holder, such holder's information specifically provided by a selling Holder of Registrable Securities for inclusion in the registration statement. Such underwriting agreement shall also contain such representations and such holder's intended method warranties by the participating Holders as are customary in agreements of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2that type.

Requested Underwritten Offerings. If requested by the underwriters for any underwritten offering by holders of Registrable Securities pursuant to a registration requested under Section 2.1, the Company will enter into an underwriting agreement with such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to each such holder and the underwriters and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same this type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.62.7. The holders of the Registrable Securities 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, PROVIDED that nothing herein contained shall diminish the foregoing obligations of the Company. 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 of, the Company to and for the benefit of such underwriters shall also be made to and for the benefit of such holders of Registrable Securities and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable Securities. Any such holder 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 and warranties contained in a writing furnished by such holder expressly for use in such registration statement or representations, warranties or and agreements regarding such holder, such holder's Registrable Securities and such holder's intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.

Requested Underwritten Offerings. If requested by the underwriters Managing Underwriters for any underwritten offering by holders of Registrable Securities any Investor pursuant to a registration requested under Section 2.1, the Company will enter into an underwriting agreement with such underwriters Managing Underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and to each Company, such holder Participating Investors and the underwriters Managing Underwriters, and to contain such representations and warranties by the Company and such other terms as are generally prevailing in underwriting agreements of the same this type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.6. The holders Participating Investors will cooperate with the Company in the negotiation of Registrable Securities the underwriting agreement and will give consideration to be distributed by such underwriters the reasonable suggestions of the Company regarding the form thereof, provided that nothing herein contained shall diminish the foregoing obligations of the Company. The Participating Investors shall be parties 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 of, the Company to and for the benefit of such underwriters Managing Underwriters shall also be made to and for the benefit of such holders of Registrable Securities Participating Investors and that any or all of the conditions precedent to the obligations of such underwriters Managing Underwriters under such underwriting agreement shall also be conditions precedent to the obligations of such holders of Registrable SecuritiesParticipating Investors. Any such holder of Registrable Securities A Participating Investor shall not be required to make any representations or warranties to or agreements with the Company or the underwriters Managing Underwriters other than representations, representations and warranties contained in a writing furnished by such holder expressly for use in such registration statement or agreements regarding such holderParticipating Investors, such holderthe Participating Investor's Registrable Securities and such holderthe Participating Investor's intended method of distribution and any other representation required under the Securities Act or any applicable state securities laws in connection with any registration contemplated by Section 2.1 or 2.2law.