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 above, the Company and all sellers of Registrable Securities to be included in such offering will enter into an underwriting agreement with such underwriters for such offering, such agreement to be satisfactory in substance and form to the Company and the Requisite Holders and the underwriters and to 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 2.8 below. A holder of Registrable Securities to be distributed by such underwriters 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 by law and other than indemnification of the Company and underwriters for liabilities arising from information furnished in writing by such holder specifically for use in the registration statement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Vista Energy Resources Inc), Registration Rights Agreement (Prize Energy Corp), Registration Rights Agreement (Kile Lon C)

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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 above1, the Company and all sellers of Registrable Securities will use its commercially reasonable efforts to be included in such offering will enter into an a firm commitment underwriting agreement with such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company and the Requisite Holders and the underwriters and to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of this typesuch agreements, including, without limitation, indemnities to the effect and to the extent provided in Section 2.8 below8. A holder The holders of Registrable Securities to be distributed by such underwriters shall not 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. Except as set forth in this Agreement, no holder of Registrable Securities shall be required (i) 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 by law and other than indemnification or (ii) to indemnify (or contribute with respect to an indemnifiable claim) the Company or any underwriters of the Company and underwriters for liabilities arising from information furnished Registrable Securities, except as set forth in writing by such holder specifically for use in the registration statementSection 8.

Appears in 3 contracts

Samples: Registration Rights Agreement (Commercial Electronics LLC), Registration Rights Agreement (E Sync Networks Inc), Escrow Agreement (Wiltek Inc)

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 aboveor 2.3, the Company and all sellers of Registrable Securities to be included in such offering 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 the Requisite Holders 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 agreements of this that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.8 below2.8. A holder 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 and will give consideration to the reasonable suggestions of the Company regarding the form thereof. 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 Securities, such holder's intended method of distribution and any other representation representations required by law and other than indemnification of the Company and underwriters for liabilities arising from information furnished in writing by such holder specifically for use in the registration statementlaw.

Appears in 1 contract

Samples: Securities Purchase Agreement (Gensia Sicor Inc)

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 aboveor 2.3, the Company and all sellers of Registrable Securities to be included in such offering 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 the Requisite Holders 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 agreements of this that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.8 below2.8. A holder 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 and will give consideration to the reasonable suggestions of the Company regarding the form thereof. 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 Securities, such holder's intended method of distribution and any other representation representations required by law and other than indemnification of the Company and underwriters for liabilities arising from information furnished in writing by such holder specifically for use in the registration statementlaw.

Appears in 1 contract

Samples: Securities Purchase Agreement (Healthcare Capital Partners Lp)

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 aboveRegistration, the Company and all sellers of Registrable Securities to be included in such offering will enter into an a customary underwriting agreement with such underwriters for such offering, such agreement to be satisfactory in substance and form to the Company and the Requisite Holders and the underwriters and to which shall contain such representations and warranties by the Company and such other terms as are generally prevailing customarily contained in agreements of this type, including, without limitation, including indemnities to the effect and to the extent provided in Section 2.8 below7.6 hereof. A Each holder of Registrable Securities may be a party to be distributed by such underwriting agreement and may, at its option, require 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. The holders of Registrable Securities included in an underwritten registration hereunder shall not be required to (i) make any representations or warranties to or agreements agreement with the Company or the underwriters other than representations, warranties or agreements regarding such holder, such holder's Registrable Securities holder and such holder's intended method of distribution and (ii) undertake any other representation required by law and other than indemnification of or contribution obligations to the Company and or the underwriters for liabilities arising from information furnished with respect thereto, except such indemnification or contribution obligations otherwise provided in writing by such holder specifically for use in the registration statementSection 7.6 hereof.

Appears in 1 contract

Samples: Securities Purchase Agreement (Banque Paribas)

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 aboveRegistration, the Company and all sellers of Registrable Securities to be included in such offering will enter into an a customary underwriting agreement with such underwriters for such offering, such agreement to be satisfactory in substance and form to the Company and the Requisite Holders and the underwriters and to which shall contain such representations and warranties by the Company and such other terms as are generally prevailing customarily contained in agreements of this type, including, without limitation, including indemnities to the effect and to the extent provided in Section 2.8 below4.7 hereof. A Each holder of Registrable Securities may be a party to be distributed by such underwriting agreement and may, at its option, require 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. The Company will use its best efforts to ensure that the holders of Registrable Securities included in an underwritten registration hereunder shall not be required to (i) make any representations or warranties to or agreements agreement with the Company or the underwriters other than representations, warranties or agreements regarding such holder, such holder's Registrable Securities holder and such holder's intended method of distribution and (ii) undertake any other representation required by law and other than indemnification of or contribution obligations to the Company and or the underwriters for liabilities arising from information furnished with respect thereto, except such indemnification or contribution obligations otherwise provided in writing by such holder specifically for use in the registration statementSection 4.7 hereof.

Appears in 1 contract

Samples: Investor Rights Agreement (Firstcom Corp)

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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 aboveRegistration, the Company and all sellers of Registrable Securities to be included in such offering Equalnet will enter into an a customary underwriting agreement with such underwriters for such offering, such agreement to be satisfactory in substance and form to the Company and the Requisite Holders and the underwriters and to which shall contain such representations and warranties by the Company Equalnet and such other terms as are generally prevailing customarily contained in agreements of this type, including, without limitation, including indemnities to the effect and to the extent provided in Section 2.8 below7.6 hereof. A Each holder of Registrable Securities may be a party to be distributed by such underwriting agreement and may, at its option, require 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. The holders of Registrable Securities included in an underwritten registration hereunder shall not be required to (i) make any representations or warranties to or agreements agreement with the Company Equalnet or the underwriters other than representations, warranties or agreements regarding such holder, such holder's Registrable Securities holder and such holder's intended method of distribution and (ii) undertake any other representation required by law and other than indemnification of or contribution obligations to Equalnet or the Company and underwriters for liabilities arising from information furnished with respect thereto, except such indemnification or contribution obligations otherwise provided in writing by such holder specifically for use in the registration statementSection 7.6 hereof.

Appears in 1 contract

Samples: Common Stock Subscription Agreement (Infinity Investors LTD)

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 above2.1, the Company and all sellers of Registrable Securities to be included in such offering 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 the Requisite Holders 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 agreements of this that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.8 below2.7. A holder 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 and will give consideration to the reasonable suggestions of the Company regarding the form thereof. 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 Securities, such holder's intended method of distribution and any other representation representations required by law and other than indemnification of the Company and underwriters for liabilities arising from information furnished in writing by such holder specifically for use in the registration statementlaw.

Appears in 1 contract

Samples: Registration Rights Agreement (America Service Group Inc /De)

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 aboveor 2.3, the Company and all sellers of Registrable Securities to be included in such offering 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 the Requisite Holders 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 agreements of this that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.8 below2.8. A holder 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 and will give consideration to the reasonable suggestions of the Company regarding the form thereof. 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 Securities, such holder's intended method of distribution and any other representation representations required by law and other than indemnification of the Company and underwriters for liabilities arising from information furnished in writing by such holder specifically for use in the registration statementlaw.

Appears in 1 contract

Samples: Registration Rights Agreement (Gensia Sicor Inc)

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