Common use of Underwriting Procedures Clause in Contracts

Underwriting Procedures. The right of any Holder to be included in a Piggyback Offering pursuant to Section 3(b)(i) shall be conditioned upon such Holder’s participation in, and the inclusion of such Holder’s Registrable Securities in, the underwriting arrangements with respect to such Piggyback Offering to the extent provided herein. All Holders proposing to sell their securities through such Piggyback Offering shall (together with the Company) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggyback Offering by the Company. No Holder may participate in such Piggyback Offering unless such Holder agrees to sell its Registrable Securities on the basis provided in such underwriting agreement and completes and executes all questionnaires, powers of attorney, indemnities and other documents reasonably required under the terms of such underwriting agreement. No Holder shall 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 and its ownership of the securities being registered on its behalf, its intended method of distribution and any other representation required by law, and no Holder shall be required to agree to indemnify any person beyond the scope of the indemnification provided to the Company under Section 3(h). Notwithstanding any other provision of this Section 3(b)(ii), if the managing underwriter or the Company determines that marketing factors require a limitation of the number of shares to be underwritten, the underwriters may exclude from such Piggyback Offering the number of shares in excess of such limitation. The Company shall so advise all Holders (except those Holders who failed to timely elect to sell their Registrable Securities through such Piggyback Offering or have indicated to the Company their decision not to do so), and the number of shares that may be included in the underwriting shall be allocated:

Underwriting Procedures. The right of any Holder to be included in a Piggyback Offering pursuant to Section 3(b)(i) shall be conditioned upon such Holder’s participation in, and the inclusion of such Holder’s Registrable Securities in, the underwriting arrangements with respect to such Piggyback Offering to the extent provided herein. All Holders proposing to sell their securities through such Piggyback Offering shall (together with the Company) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Piggyback Offering by the Company. No Holder may participate in such Piggyback Offering unless such Holder agrees to sell its Registrable Securities on the basis provided in such underwriting agreement and completes and executes all questionnaires, powers of attorney, indemnities and other documents reasonably required under the terms of such underwriting agreement. Each Holder may, at its 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 the underwriters also be made to and for such Holder’s benefit and that any or all of the conditions precedent to the obligations of the underwriters under such underwriting agreement also be conditions precedent to such Holder’s obligations. No Holder shall 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 and its ownership of the securities being registered on its behalf, its intended method of distribution and any other representation required by law, and no Holder shall be required to agree to indemnify any person beyond the scope of the indemnification provided to the Company under Section 3(h). Notwithstanding any other provision of this Section 3(b)(ii), if the managing underwriter or the Company determines that marketing factors require a limitation of the number of shares to be underwritten, the underwriters may exclude from such Piggyback Offering the number of shares in excess of such limitation. The Company shall so advise all Holders (except those Holders who failed to timely elect to sell their Registrable Securities through such Piggyback Offering or have indicated to the Company their decision not to do so), and the number of shares that may be included in the underwriting shall be allocated:

Underwriting Procedures. The right of any Holder to be included in a Piggyback Offering pursuant to Section 3(b)(i) Company shall be conditioned upon such Holder’s participation in, and the inclusion of such Holder’s Registrable Securities in, the underwriting arrangements (together with respect to such Piggyback Offering to the extent provided herein. All all Holders or other persons proposing to sell distribute their securities through such Piggyback Offering shall (together with the Companyunderwriting) enter into and perform its obligations under an underwriting agreement in customary form with the underwriter or underwriters managing underwriter(s) selected for such Piggyback Offering underwriting by a majority in interest of the Initiating Holders (which managing underwriter(s) shall be reasonably acceptable to the Company. No Holder may participate in such Piggyback Offering unless such Holder agrees to sell its Registrable Securities on the basis provided in such underwriting agreement and completes and executes all questionnaires, powers of attorney, indemnities and other documents reasonably required under the terms of such underwriting agreement. No Holder shall 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 and its ownership of the securities being registered on its behalf, its intended method of distribution and any other representation required by law, and no Holder shall be required to agree to indemnify any person beyond the scope of the indemnification provided to the Company under Section 3(h). Notwithstanding any other provision of this Section 3(b)(ii)1.3, if the managing underwriter or underwriter(s) advises the Company determines in writing that marketing factors require a limitation of the number of shares to be underwrittenunderwritten (including Registrable Securities), the underwriters may exclude from such Piggyback Offering the number of shares in excess of such limitation. The Company shall so advise all Holders (except those Holders who failed holders of the Company's securities that would otherwise be entitled to timely elect to sell their Registrable Securities through be included in such Piggyback Offering or have indicated to the Company their decision not to do so), registration and the number of shares that may to be included in the underwriting or registration shall be allocated:allocated in the following priority: first, among all Holders of Registrable Securities having requested to be included in such registration (pro rata among such Holders on the basis of the number of shares of Registrable Securities held by all such Holders); second, among all Other Stockholders having requested to be included in such registration (pro rata among such Other Stockholders on the basis of the number of shares then held by all such Other Stockholders); and third, any securities which the Company desires to sell for its own account. The Company shall advise all holders of securities requested to be included in such registration of the number of shares of securities of each such holder that are entitled to be included in the registration. If any person who has requested inclusion in such registration as provided above disapproves of the terms of the underwriting, such person shall be excluded therefrom by written notice delivered by the Company or the managing underwriter(s). Any Registrable Securities and/or other securities so excluded or withdrawn shall also be withdrawn from registration. The number of shares withdrawn shall be reallocated in the manner set forth above. To facilitate the allocation of shares in accordance with the above provisions, the Company or the managing underwriter(s) may round the number of shares allocated to any holder to the nearest one hundred (100) shares.

Underwriting Procedures. The right of In connection with any Holder Piggyback Offering or other Underwritten Offering under this Agreement, the Partnership shall be entitled to be included in select the Managing Underwriter. In connection with a Piggyback Offering pursuant to Section 3(b)(i) Offering, each participating Holder shall be conditioned upon such Holder’s participation in, and the inclusion of such Holder’s Registrable Securities in, the underwriting arrangements with respect obligated to such Piggyback Offering to the extent provided herein. All Holders proposing to sell their securities through such Piggyback Offering shall (together with the Company) enter into an underwriting agreement which contains such representations, covenants, indemnities and other rights and obligations as are customary in customary form with the underwriter or underwriters selected underwriting agreements for firm commitment offerings of securities. Each such Piggyback Offering by the Company. No Holder may not participate in such an Piggyback Offering unless such Holder it agrees to sell its Registrable Securities on the basis provided in such underwriting agreement and completes and executes all questionnaires, powers of attorney, indemnities and other documents reasonably required under the terms of such underwriting agreement. No Each such Holder may, at its option, require that any or all of the representations and warranties by, and the other agreements on the part of, the Partnership, to the extent customarily made by issuers in secondary Underwritten Offerings, to and for the benefit of such underwriters also be made to and for such Holder’s benefit and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also be conditions precedent to its obligations. Each such Holder shall not be required to make any representations or warranties to or agreements with the Company Partnership or the underwriters other than representations, warranties or agreements regarding such Holder itself and its ownership of the securities being registered on its behalf, Included Registrable Securities and its intended method of distribution and any other representation required by law, and no . If any such Holder shall be required to agree to indemnify any person beyond the scope disapproves of the indemnification provided terms of an underwriting agreement, such Holder may elect to withdraw therefrom by notice to the Company under Section 3(h). Notwithstanding any other provision Partnership and the Managing Underwriter; provided, however, that such withdrawal must be made no later than the time of this Section 3(b)(ii), if the managing underwriter or the Company determines that marketing factors require a limitation pricing of the number of shares to be underwritten, the underwriters may exclude from such Piggyback Offering to be effective. No such withdrawal or abandonment by a Holder shall affect the number of shares in excess of such limitation. The Company shall so advise all Holders (except those Holders who failed Partnership’s obligation to timely elect to sell their Registrable Securities through such Piggyback Offering or have indicated to the Company their decision not to do so), and the number of shares that may be included in the underwriting shall be allocated:pay Registration Expenses.

Underwriting Procedures. The right of In connection with any Holder Piggyback Offering or other Underwritten Offering under this Agreement, the Partnership shall be entitled to be included in select the Managing Underwriter. In connection with a Piggyback Offering pursuant to Section 3(b)(i) Offering, each participating Holder and the Partnership shall be conditioned upon such Holder’s participation in, and the inclusion of such Holder’s Registrable Securities in, the underwriting arrangements with respect obligated to such Piggyback Offering to the extent provided herein. All Holders proposing to sell their securities through such Piggyback Offering shall (together with the Company) enter into an underwriting agreement that contains such representations, covenants, indemnities and other rights and obligations as are customary in customary form with the underwriter or underwriters selected underwriting agreements for such Piggyback Offering by the Companyfirm commitment offerings of securities. No Holder may participate in such a Piggyback Offering unless such Holder it agrees to sell its Registrable Securities on the basis provided in such underwriting agreement and completes and executes all questionnaires, powers of attorney, indemnities and other documents reasonably required under the terms of such underwriting agreement. Each such Holder may, at its option, require that any or all of the representations and warranties by, and the other agreements on the part of, the Partnership, to the extent customarily made by issuers in secondary Underwritten Offerings, to and for the benefit of such underwriters also be made to and for such Holder’s benefit and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also be conditions precedent to its obligations. No Holder shall be required to make any representations or warranties to or agreements with the Company Partnership or the underwriters other than representations, warranties or agreements regarding such Holder itself and its ownership of the securities being registered on its behalf, Included Registrable Securities and its intended method of distribution and any other representation required by law, and no . If any such Holder shall be required to agree to indemnify any person beyond the scope disapproves of the indemnification provided terms of an underwriting agreement, such Holder may elect to withdraw therefrom by notice to the Company under Section 3(h). Notwithstanding any other provision Partnership and the Managing Underwriter; provided, however, that such withdrawal must be made no later than the time of this Section 3(b)(ii), if the managing underwriter or the Company determines that marketing factors require a limitation pricing of the number of shares to be underwritten, the underwriters may exclude from such Piggyback Offering to be effective. No such withdrawal or abandonment by a Holder shall affect the number of shares in excess of such limitation. The Company shall so advise all Holders (except those Holders who failed Partnership’s obligation to timely elect to sell their Registrable Securities through such Piggyback Offering or have indicated to the Company their decision not to do so), and the number of shares that may be included in the underwriting shall be allocated:pay Registration Expenses.