Common use of RIGHT TO INCLUDE HOLDER SECURITIES Clause in Contracts

RIGHT TO INCLUDE HOLDER SECURITIES. If the Company at any time proposes to register any Common Stock under the Securities Act (other than by a registration on Form S-4, Form S-8 or any successor or similar form, or in connection with x xxxxxx xxxer, merger, or other acquisition), for sale for its own account, and such Common Stock is to be distributed by or through one or more underwriters on a firm commitment basis, it will at such time give prompt written notice to all Holders of Holder Securities (as hereinafter defined) of its intention to do so and of such Holders' rights under this Section 2.1. Upon the written request of any such Holder made within 20 days after the date of any such notice given in accordance with Section 7 hereof, the Company will use its reasonable best efforts to effect the registration under the Securities Act of all Holder Securities which the Company has been so requested to register by the Holders thereof, and to arrange for such underwriters to include all the Holder Securities to be offered and sold by such Holder among the Common Stock to be distributed by such underwriters, PROVIDED that if, at any time after giving written notice of its intention to register its Common Stock and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of its Common Stock, the Company may, at its election, give written notice of such determination to each Holder of Holder Securities and, thereupon, (i) in the case of a determination not to register, shall be relieved of its obligation to register any Holder Securities in connection with such registration (but not from its obligation to pay the Registration Expenses in connection therewith or to include any Holder Securities in subsequent registrations), and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Holder Securities for the same period as the delay in registering its Common Stock. The Holders of Holder Securities to be distributed by such underwriters shall be parties to the underwriting agreement between the Company and such underwriters. Any such Holder of Holder 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 typical in an offering of this type, including those regarding such Holder, such Holder's Holder Securities and such Holder's intended method of distribution, any other information supplied by such Holder to the Company for use in the registration statement and any other representation required by law. The Company will pay all Registration Expenses in connection with each registration of Holder Securities requested pursuant to this Section 2.1.

RIGHT TO INCLUDE HOLDER SECURITIES. If the Company at any time proposes to register any Common Stock under the Securities Act (other than by a registration on Form S-4, Form S-8 or any successor or similar form, or in connection with x xxxxxx xxxer, merger, or other acquisitionacquisition in which no shares are offered or sold to the general public), for sale for its own account, and such Common Stock is to be distributed by or through one or more underwriters on a firm commitment basis, it will at such time give prompt written notice to all Holders of Holder Securities (as hereinafter defined) of its intention to do so and of such Holders' rights under this Section 2.1. Upon the written request of any such Holder made within 20 days after the date of any such notice given in accordance with Section 7 hereof, the Company will use its reasonable best efforts to effect the registration under the Securities Act of all Holder Securities which the Company has been so requested to register by the Holders thereof, and to arrange for such underwriters to include all the Holder Securities to be offered and sold by such Holder among the Common Stock to be distributed by such underwriters, PROVIDED that if, at any time after giving written notice of its intention to register its Common Stock and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of its Common Stock, the Company may, at its election, give written notice of such determination to each Holder of Holder Securities and, thereupon, (i) in the case of a determination not to register, shall be relieved of its obligation to register any Holder Securities in connection with such registration (but not from its obligation to pay the Registration Expenses in connection therewith or to include any Holder Securities in subsequent registrationstherewith), and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Holder Securities for the same period as the delay in registering its Common Stock. The Holders of Holder Securities to be distributed by such underwriters shall be parties to the underwriting agreement between the Company and such underwriters. Any such Holder of Holder 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 typical in an offering of this type, including those regarding such Holder, such Holder's Holder Securities and such Holder's intended method of distribution, any other information supplied by such Holder to the Company for use in the registration statement and any other representation required by law. The Company will pay all Registration Expenses in connection with each registration of Holder Securities requested pursuant to this Section 2.1.

RIGHT TO INCLUDE HOLDER SECURITIES. If the Company at any time proposes to register any Common Stock under the Securities Act (other than by a registration on Form S-4, Form S-8 or any successor or similar succesxxx xx xxxxxxr form, or in connection with x xxxxxx xxxera tender offer, merger, or other acquisition), for sale for its own account, and such Common Stock is to be distributed by or through one or more underwriters on a firm commitment basis, it will at such time give prompt written notice to all Holders of Holder Securities (as hereinafter defined) of its intention to do so and of such Holders' rights under this Section 2.12.2. Upon the written request of any such Holder made within 20 days after the date of any such notice given in accordance with Section 7 hereof, the Company will use its reasonable best efforts to effect the registration under the Securities Act of all Holder Securities which the Company has been so requested to register by the Holders thereof, and to arrange for such underwriters to include all the Holder Securities to be offered and sold by such Holder among the Common Stock to be distributed by such underwriters, PROVIDED that if, at any time after giving written notice of its intention to register its Common Stock and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of its Common Stock, the Company may, at its election, give written notice of such determination to each Holder of Holder Securities and, thereupon, (i) in the case of a determination not to register, shall be relieved of its obligation to register any Holder Securities in connection with such registration (but not from its obligation to pay the Registration Expenses in connection therewith or to include any Holder Securities in subsequent registrations), and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Holder Securities for the same period as the delay in registering its Common Stock. The Holders of Holder Securities to be distributed by such underwriters shall be parties to the underwriting agreement between the Company and such underwriters. Any such Holder of Holder 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 typical in an offering of this such type, including those regarding such Holder, such Holder's Holder Securities and such Holder's intended method of distribution, any other written information supplied by such Holder to the Company specifically for use in the registration statement and any other representation required by law. The Company will pay all Registration Expenses in connection with each registration of Holder Securities requested pursuant to this Section 2.12.2.

RIGHT TO INCLUDE HOLDER SECURITIES. If the Company at any time proposes to register any Common Stock under the Securities Act (other than by a registration on Form S-4, Form S-8 or any successor or similar form, or in connection with wixx x xxxxxx xxxerxffer, merger, or other acquisition), for sale for its own account, and such Common Stock is to be distributed by or through one or more underwriters on a firm commitment basis, it will at such time give prompt written notice to all Holders of Holder Securities (as hereinafter defined) of its intention to do so and of such Holders' rights under this Section 2.1. Upon the written request of any such Holder made within 20 days after the date of any such notice given in accordance with Section 7 hereof, the Company will use its reasonable best efforts to effect the registration under the Securities Act of all Holder Securities which the Company has been so requested to register by the Holders thereof, and to arrange for such underwriters to include all the Holder Securities to be offered and sold by such Holder among the Common Stock to be distributed by such underwriters, PROVIDED that if, at any time after giving written notice of its intention to register its Common Stock and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of its Common Stock, the Company may, at its election, give written notice of such determination to each Holder of Holder Securities and, thereupon, (i) in the case of a determination not to register, shall be relieved of its obligation to register any Holder Securities in connection with such registration (but not from its obligation to pay the Registration Expenses in connection therewith or to include any Holder Securities in subsequent registrations), and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Holder Securities for the same period as the delay in registering its Common Stock. The Holders of Holder Securities to be distributed by such underwriters shall be parties to the underwriting agreement between the Company and such underwriters. Any such Holder of Holder 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 typical in an offering of this type, including those regarding such Holder, such Holder's Holder Securities and such Holder's intended method of distribution, any other information supplied by such Holder to the Company for use in the registration statement and any other representation required by law. The Company will pay all Registration Expenses in connection with each registration of Holder Securities requested pursuant to this Section 2.1.