Common use of Required Actions by Holders Clause in Contracts

Required Actions by Holders. The obligations of the Company to take any action pursuant to this Agreement with respect to registering the Registrable Securities of any Holder shall be subject to the fulfillment of the following conditions: (i) the Holder shall furnish to the Company such information regarding the Holder, the Registrable Securities held by the Holder, and the intended method of disposition of such securities as shall be required to effect the registration of such Holder’s Registrable Securities; (ii) in any underwritten offering of Registrable Securities, the Holder shall enter into and perform its obligations under an underwriting agreement, in usual and customary form, with the managing underwriter of such offering; (iii) in any underwritten offering of Company securities, the Company shall not be required to include Registrable Securities of any Holder unless the Holder accepts the terms of the underwriting as agreed upon between the Company and the underwriters selected by the Company and enters into an underwriting agreement in customary form with an underwriter or underwriters selected by the Company (and, in the case of a registration under Section 2.1, reasonably acceptable to the Initiating Holders holding at least sixty percent (60%) of the Registrable Securities held by the Initiating Holders), and agree to customary conditions to an underwritten offering on behalf of selling security holders, including the surrender of securities into custody prior to the closing of the offering and the appointment of an officer of the Company as attorney-in-fact to execute such underwriting agreement on behalf of the Holder(s).

Appears in 4 contracts

Samples: Investors' Rights Agreement (Investor Ab), Investors’ Rights Agreement (Bavp Vii Lp), Investors’ Rights Agreement (Miramar Venture Partners, LP)

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Required Actions by Holders. The obligations of the Company to take any action pursuant to this Agreement with respect to registering the Registrable Securities of any Holder shall be subject to the fulfillment of the following conditions: (i) the Holder shall furnish to the Company such information regarding the Holder, the Registrable Securities held by the Holder, and the intended method of disposition of such securities as shall be required to effect the registration of such Holder’s 's Registrable Securities; (ii) in any underwritten offering of Registrable Securities, the Holder shall enter into and perform its obligations under an underwriting agreement, in usual and customary form, with the managing underwriter of such offering; (iii) in any underwritten offering of Company securities, the Company shall not be required to include Registrable Securities of any Holder unless the Holder accepts the terms of the underwriting as agreed upon between the Company and the underwriters selected by the Company and enters into an underwriting agreement in customary form with an underwriter or underwriters selected by the Company (and, in the case of a registration under Section 2.1, reasonably acceptable to the Initiating Holders holding at least sixty percent (60%) of the Registrable Securities held by the Initiating Holders), and agree to customary conditions to an underwritten offering on behalf of selling security holders, including the surrender of securities into custody prior to the closing of the offering and the appointment of an officer of the Company as attorney-in-fact to execute such underwriting agreement on behalf of the Holder(s).

Appears in 1 contract

Samples: Registration Rights Agreement (Naturade Inc)

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