Common use of Underwriting Agreements Clause in Contracts

Underwriting Agreements. If requested by the Underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.4. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement 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, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections Section 2.1 or 2.32.2, the Company Issuer and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the CompanyIssuer, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.42.9. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 2.3 shall enter into such an underwriting agreement at the request of the CompanyIssuer. All of the representations and warranties by, and the other agreements by and on the part of of, the Company Issuer to and for the benefit of the Underwriters such underwriters included in any each such underwriting agreement shall also be made to and for the benefit of such holders, holders and any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to to, or agreements with with, the Company Issuer or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3Section 2.1, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.4. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement 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, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections Section 2.1 or 2.32.2, the Company Issuer and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the CompanyIssuer, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.42.9. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 2.3 shall enter into such an underwriting agreement at the request of the CompanyIssuer. All of the representations and warranties by, and the other agreements by and on the part of of, the Company Issuer to and for the benefit of the Underwriters such underwriters included in any each such underwriting agreement shall also be made to and for the benefit of such holders, holders and any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company Issuer or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s holders Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections Section 2.1 or 2.32.2, the Company Issuer and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the CompanyIssuer, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.42.9. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 2.3 shall enter into such an underwriting agreement at the request of the CompanyIssuer. All of the representations and warranties by, and the other agreements by and on the part of of, the Company Issuer to and for the benefit of the Underwriters such underwriters included in any each such underwriting agreement shall also be made to and for the benefit of such holders, holders and any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company Issuer or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s holders Registrable Securities, such holder’s 's intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3Offering, the Company Issuer and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the CompanyIssuer, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.4. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company2.7. All of the representations and warranties by, and the other agreements by and on the part of of, the Company Issuer to and for the benefit of the Underwriters such underwriters included in any each such underwriting agreement shall also be made to and for the benefit of such holders, holders and that any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company Issuer or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s holders Registrable Securities, such holder’s 's intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 2.01 or 2.32.02, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.42.09. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 2.03 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters for any Underwritten Offering underwritten offering requested by holders pursuant to Sections 2.1 or 2.3, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering underwritten offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, including indemnities no less favorable to the recipient thereof than those provided in Section 2.44. The holders of any Registrable Securities to be included in any Underwritten Offering underwritten offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders of Registrable Securities pursuant to Sections a Registration under Section 2.1 or 2.3Section 2.2, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering Offering, and the Underwriters, and to underwriters. Such agreement shall contain such representations and warranties by the Company and such other terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.42.9. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 by such underwriters shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties by, and the other agreements by and on the part of of, the Company to and for the benefit of the Underwriters included in any such underwriting agreement underwriters shall also be made to and for the benefit of such holders, holders and any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to to, or agreements with with, the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s 's Registrable Securities, such holder’s 's intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.4. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement 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 's Registrable Securities, such holder’s 's intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3Offering, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to underwriters. Such agreement shall contain such representations and warranties by the Company and such other terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable generally to the recipient thereof than effect and to the extent of those provided in Section 2.43.1. The holders Holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 by such underwriters shall enter into such an underwriting agreement at the request of the Company. All 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 all of the representations and warranties by, and the other agreements by and on the part of of, the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall underwriters also be made to and for the benefit of such holders, Holders and any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holdersHolders. No holder Holder shall be required in any such underwriting agreement to make any representations or warranties to to, or agreements with with, the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holderHolder, such holder’s Holder's Registrable Securities, such holder’s Holder's intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.32.2, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.42.9. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 2.3 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections Section 2.1 or 2.3Section 2.2, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering Investors' Representatives and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.42.9. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 2.3 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties by, and the other agreements by and on the part of of, the Company to and for the benefit of the Underwriters such underwriters included in any each such underwriting agreement shall also be made to and for the benefit of such holders, holders and that any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement (a) to make any representations or warranties to or agreements with with, the Company or the Underwriters underwriters other than representations, representations or warranties or agreements regarding such holder, such holder’s 's Registrable Securities, such holder’s 's intended method of distribution and any other representations required by lawLaw or (b) to provide any indemnities, other than indemnity for breach of such representations and warranties.

Underwriting Agreements. If requested by the Underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class majority of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.4provisions for indemnity and contribution. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement 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, such holder’s intended method of distribution and any other representations required by lawlaw or customary representations of selling security holders in underwriting agreements.

Underwriting Agreements. If requested by the Underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.4herein. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement 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, lack of conflict of such sale with such holder’s material agreements and organization documents, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3Offering, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to underwriters. Such agreement shall contain such representations and warranties by the Company and such other terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable generally to the recipient thereof than effect and to the extent of those provided in Section 2.42.8. The holders Holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 by such underwriters shall enter into such an underwriting agreement at the request of the Company. All 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 all of the representations and warranties by, and the other agreements by and on the part of of, the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall underwriters also be made to and for the benefit of such holders, Holders and any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holdersHolders. No holder Holder shall be required in any such underwriting agreement to make any representations or warranties to to, or agreements with with, the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holderHolder, such holderHolder’s Registrable Securities, such holderHolder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any an Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3Section 2.1(e), the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.4. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company2.7. All of the representations and warranties by, and the other agreements by and on the part of of, the Company to and for the benefit of the Underwriters such underwriters included in any each such underwriting agreement shall also be made to and for the benefit of such holders, holders and that any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s 's Registrable Securities, such holder’s 's intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any ----------------------- Underwritten Offering requested by holders Holders pursuant to Sections 2.1 or 2.3Section 2, the Company and the holders Holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of Holders holding a majority-in-interest of each class majority of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that typetype (such agreement, includingan "Underwriting Agreement"). No Initial Holder shall be required to ---------------------- enter into an Underwriting Agreement unless, without limitationat such Initial Holder's request, indemnities no less favorable any or all of the representations and warranties made by, and the other agreements on the part of, the Company to and for the recipient thereof benefit of such underwriters shall also be made to and for the benefit of such Initial Holder. No Holder shall be required to make any representations or warranties to, or agreements with, the Company or the underwriters other than those provided (i) representations and warranties contained in Section 2.4a writing furnished by such Holder expressly for use in such registration statement, (ii) representations, warranties and agreements regarding such Holder, the Registrable Securities and such Holder's intended method of distribution and (iii) any other representation, warranty or agreement required by law. The holders of Holders holding any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 3 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement 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, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3in a Requested Registration, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class majority of the Registrable Securities to be included in such Underwritten Offering (including each Demand Investor with Registrable Securities included therein) and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.42.8. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 in an Incidental Registration shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3Offering, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to underwriters. Such agreement shall contain such representations and warranties by the Company and such other terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable generally to the recipient thereof than effect and to the extent of those provided in Section 2.43.1. The holders Holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 by such underwriters shall enter into such an underwriting agreement at the request of the Company. All 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 all of the representations and warranties by, and the other agreements by and on the part of of, the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall underwriters also be made to and for the benefit of such holders, Holders and any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holdersHolders. No holder Holder shall be required in any such underwriting agreement to make any representations or warranties to to, or agreements with with, the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holderHolder, such holderHolder’s Registrable Securities, such holderHolder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3Offering, the Company Issuer and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the CompanyIssuer, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.4. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company2.8. All of the representations and warranties by, and the other agreements by and on the part of of, the Company Issuer to and for the benefit of the Underwriters such underwriters included in any each such underwriting agreement shall also be made to and for the benefit of such holders, holders and that any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company Issuer or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s holders Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters for any Underwritten Offering underwritten offering requested by holders pursuant to Sections 2.1 or 2.3, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering underwritten offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.44. The holders of any Registrable Securities to be included in any Underwritten Offering underwritten offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders Holders pursuant to Sections 2.1 Section 2 or 2.3Section 3, the Company and the holders Holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of Holders holding a majority-in-interest of each class majority of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, such representations and warranties to, and covenants with, the underwriters with respect to the business of the Company and its subsidiaries and the registration statement, prospectus and documents, if any, incorporated or deemed to be incorporated by reference therein, in each case, as are customarily made by issuers to underwriters in underwritten offerings of securities similar to the Registrable Securities, and indemnities no less favorable to the recipient thereof than those provided in Section 2.48. The holders of Holders holding any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 4 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder Holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holderHolder, such holder’s Holder's Registrable Securities, such holder’s Holder's intended method of distribution and any other representations required by lawlaw or as the underwriters may reasonably request; provided, however, that each Holder agrees to execute customary powers of attorney, custody agreements and other forms or documents reasonably requested by the underwriters.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 Section 2.01 or 2.3Section 2.03, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwritersunderwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest majority of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwritersunderwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.42.09. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 2.02 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holder, such holder’s Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

Underwriting Agreements. If requested by the Underwriters underwriters for any Underwritten Offering requested underwritten offering by holders the Holder to be conducted pursuant to Sections 2.1 or 2.3Section 2.2 hereof, the Company and the holders of Registrable Securities to be included therein shall General Motors will enter into an underwriting agreement with such Underwritersunderwriters for such offering, such agreement to be reasonably satisfactory in substance customary form for offerings of this type and form acceptable to the CompanyHolder, the holders of a majority-in-interest of each class of the Registrable Securities to whose acceptance shall not be included in such Underwritten Offering and the Underwritersunreasonably withheld, and to contain such representations and warranties by General Motors and such other terms and conditions as are generally prevailing in agreements of that this type, including, without limitation, indemnities no less favorable to the recipient thereof than by General Motors at least as broad as those provided in Section 2.42.7 hereof (but General Motors shall not be required to indemnify any underwriter in respect of conduct involving its bad faith, negligence or willful misconduct) and other customary indemnifications. The holders Holder will cooperate with General Motors in the negotiation of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an the underwriting agreement and will give consideration to the reasonable suggestions of General Motors regarding the form thereof. The Holder shall be a party to such underwriting agreement and may, at the request of the Company. All its option, require that any or all of the representations and warranties by, and the other agreements by and on the part of the Company of, General Motors to and for the benefit of the Underwriters included in any such underwriting agreement underwriters shall also be made to and for the benefit of such holders, the Holder and that any or all of the conditions precedent to the obligations of the Underwriters such underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holdersthe Holder. No holder The Holder shall not be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company General Motors or the Underwriters underwriters other than representations, representations and warranties or agreements regarding such holderthe Holder, such holder’s the Holder's Registrable Securities, such holder’s the Holder's intended method of distribution and any other representations representation required by law.

Underwriting Agreements. If requested by the Underwriters for any Underwritten Offering underwritten offering requested by holders the Investor pursuant to Sections 2.1 or 2.3Section 2.1, the Company and the holders of Registrable Securities to be included therein Investor shall enter into an underwriting agreement with such Underwriters, such agreement to be reasonably satisfactory in customary scope, substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, including indemnities no less favorable to the recipient thereof than those provided in Section 2.44. The holders of In any Registrable Securities to be included in any Underwritten Offering underwritten offering pursuant to Section 2.2 2.2, the Investor shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holdersthe Investor, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holdersthe Investor. No holder The Investor shall not be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters underwriters other than representations, warranties or agreements regarding such holderthe Investor, such holder’s its Registrable Securities, such holder’s its intended method of distribution and any other representations required by law, and shall not be required to indemnify or contribute amounts in excess of the net proceeds to the Investor in the related offering and with respect to any information beyond the information about the Investor in the Selling Stockholder table in the Registration Statement.