Common use of Requested Underwritten Offerings Clause in Contracts

Requested Underwritten Offerings. If requested by the -------------------------------- underwriters for any underwritten Public Offering by the Joint Stockholders pursuant to a registration requested under Section 2.1, the Company shall enter into an underwriting agreement with such underwriters for such Public Offering, such agreement to be reasonably satisfactory in substance and form to the Company, the Joint Stockholders and the underwriters, and to contain such representations and warranties by the Company and the Joint Stockholders and such other terms as are generally prevailing in agreements of that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.6 or as are generally prevailing in agreements of that type. The Joint Stockholders shall cooperate with the Company in the negotiation of the underwriting agreement and shall give consideration to the reasonable suggestions of the Company regarding the form and substance thereof. The Joint Stockholders shall be a party to such underwriting agreement. The Joint Stockholders 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 the Joint Stockholders, the Joint Stockholders' Registrable Securities, the Joint Stockholders' intended method of distribution and any other representations or warranties required by law or customarily given by selling shareholders in an Underwritten Public Offering or as reasonably required by the managing underwriter of the Public Offering of Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Careside Inc), Registration Rights Agreement (Careside Inc), Registration Rights Agreement (Careside Inc)

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Requested Underwritten Offerings. If requested by -------------------------------- the -------------------------------- underwriters for any underwritten Public Offering offering by the Joint Stockholders pursuant to a registration requested under Section 2.1, the Company shall enter into an underwriting agreement with such underwriters for such Public Offeringoffering, such agreement to be reasonably satisfactory in substance and form to the Company, the Joint Stockholders and the underwriters, and to contain such representations and warranties by the Company and the Joint Stockholders and such other terms as are generally prevailing in agreements of that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.6 or as are generally prevailing in agreements of that type. The Joint Stockholders shall cooperate with the Company in the negotiation of the underwriting agreement and shall give consideration to the reasonable suggestions of the Company regarding the form and substance thereof. The Joint Stockholders shall be a party to such underwriting agreement. The Joint Stockholders 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 the Joint Stockholders, the Joint Stockholders' Registrable Securities, the Joint Stockholders' intended method of distribution and any other representations or warranties required by law or customarily given by selling shareholders in an Underwritten underwritten Public Offering or as reasonably required by the managing underwriter of the Public Offering offering of Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Careside Inc), Registration Rights Agreement (Careside Inc)

Requested Underwritten Offerings. If requested by the -------------------------------- underwriters for any underwritten Public Offering by the Joint Stockholders pursuant to a registration requested under Section 2.1, the Company shall enter into an underwriting agreement with such underwriters for such Public Offering, such agreement to be reasonably satisfactory in substance and form to the Company, the Joint Stockholders and the underwriters, and to contain such representations and warranties by the Company and the Joint Stockholders and such other terms as are generally prevailing in agreements of that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.6 or as are generally prevailing in agreements of that type. The Joint Stockholders shall cooperate with the Company in the negotiation of the underwriting agreement and shall give consideration to the reasonable suggestions of the Company regarding the form and substance thereof. The Joint Stockholders shall be a party to such underwriting agreement. The Joint Stockholders 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 the Joint Stockholders, the Joint Stockholders' Registrable Securities, the Joint Stockholders' intended method of distribution and any other representations or warranties required by law or customarily given by selling shareholders in an Underwritten Public Offering or as reasonably required by the managing underwriter of the Public Offering of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Careside Inc)

Requested Underwritten Offerings. If requested by the -------------------------------- underwriters Managing Underwriters for any underwritten Public Offering offering by the Joint Stockholders any Investor pursuant to a registration requested under Section 2.12.2 hereof, the Company shall will enter into an underwriting agreement with such underwriters Managing Underwriters for such Public Offeringoffering, such agreement to be reasonably satisfactory in substance and form to the Company, the Joint Stockholders such Participating Investors and the underwritersManaging Underwriters, and to contain such representations and warranties by the Company and the Joint Stockholders and such other terms as are generally prevailing in agreements of that this type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.6 or as are generally prevailing in agreements of that type2.8 hereof. The Joint Stockholders shall Participating Investors will cooperate with the Company in the negotiation of the underwriting agreement and shall give consideration to the reasonable suggestions of the Company regarding the form and substance thereofagreement. The Joint Stockholders Participating Investors shall be a party to such underwriting agreementagreement 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 Managing Underwriters shall also be made to and for the benefit of such Participating Investors and that any or all of the conditions precedent to the obligations of such Managing Underwriters under such underwriting agreement be conditions precedent to the obligations of such Participating Investors. The Joint Stockholders 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 the Joint Stockholderssuch Participating Investors, the Joint Stockholders' Participating Investor’s Registrable Securities, Securities and the Joint Stockholders' Participating Investor’s intended method of distribution and any other representations or warranties representation required by law or customarily given by selling shareholders in an Underwritten Public Offering or as reasonably required by the managing underwriter of the Public Offering of Registrable Securitieslaw.

Appears in 1 contract

Samples: Registration Rights Agreement (Rotech Healthcare Inc)

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Requested Underwritten Offerings. If requested by the -------------------------------- underwriters Managing Underwriters for any underwritten Public Offering offering by the Joint Stockholders any Investor pursuant to a registration requested under Section 2.12.2 hereof, the Company shall will enter into an underwriting agreement with such underwriters Managing Underwriters for such Public Offeringoffering, such agreement to be reasonably satisfactory in substance and form to the Company, the Joint Stockholders such Participating Investors and the underwritersManaging Underwriters, and to contain such representations and warranties by the Company and the Joint Stockholders and such other terms as are generally prevailing in agreements of that this type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.6 or as are generally prevailing in agreements of that type2.8 hereof. The Joint Stockholders shall Participating Investors will cooperate with the Company in the negotiation of the underwriting agreement and shall give consideration to the reasonable suggestions of the Company regarding the form and substance thereofagreement. The Joint Stockholders Participating Investors shall be a party to such underwriting agreementagreement 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 Managing Underwriters shall also be made to and for the benefit of such Participating Investors and that any or all of the conditions precedent to the obligations of such Managing Underwriters under such underwriting agreement be conditions precedent to the obligations of such Participating Investors. The Joint Stockholders 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 the Joint Stockholderssuch Participating Investors, the Joint Stockholders' Participating Investor's Registrable Securities, Securities and the Joint Stockholders' Participating Investor's intended method of distribution and any other representations or warranties representation required by law or customarily given by selling shareholders in an Underwritten Public Offering or as reasonably required by the managing underwriter of the Public Offering of Registrable Securitieslaw.

Appears in 1 contract

Samples: Registration Rights Agreement (Rotech Healthcare Inc)

Requested Underwritten Offerings. If requested by the -------------------------------- underwriters for any underwritten Public Offering offering by the Joint Stockholders X.X.Xxx pursuant to a registration requested under Section 2.1, the Company shall enter into an underwriting agreement with such underwriters for such Public Offeringoffering, such agreement to be reasonably satisfactory in substance and form to the Company, the Joint Stockholders X.X.Xxx and the underwriters, and to contain such representations and warranties by the Company and the Joint Stockholders X.X.Xxx and such other terms as are generally prevailing in agreements of that type, including, without limitation, indemnities to the effect and to the extent provided in Section 2.6 or as are generally prevailing in agreements of that type. The Joint Stockholders X.X.Xxx shall cooperate with the Company in the negotiation of the underwriting agreement and shall give consideration to the reasonable suggestions of the Company regarding the form and substance thereof. The Joint Stockholders X.X.Xxx shall be a party to such underwriting agreement. The Joint Stockholders X.X.Xxx 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 the Joint StockholdersX.X.Xxx, the Joint Stockholders' X.X.Xxx's Registrable Securities, the Joint Stockholders' X.X.Xxx's intended method of distribution and any other representations or warranties required by law or customarily given by selling shareholders in an Underwritten Public Offering underwritten public offering or as reasonably required by the managing underwriter of the Public Offering offering of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Careside Inc)

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