Common use of Underwriting; Selection of Underwriters Clause in Contracts

Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a), if the Initiating Holder who requested registration in the Request so elects, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering and such Initiating Holder may require that all Persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating Holder. If any Demand Registration involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the Company, subject to the approval of the Initiating Holder who requested such registration in the Request (such approval not to be unreasonably withheld).

Appears in 4 contracts

Samples: Registration Rights Agreement (Retail Ventures Inc), Registration Rights Agreement (Value City Department Stores Inc /Oh), Registration Rights Agreement (Schottenstein RVI LLC)

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Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a), if the Initiating Holder who Holders holding a majority of the Registrable Securities for which registration was requested registration in the Request so electselect, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering Offering; and such Initiating Holder Holders may require that all Persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If any Demand Registration involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the CompanyInitiating Holders holding a majority of the Registrable Securities for which registration was requested in the Request, subject to the approval of the Initiating Holder who requested such registration in the Request Company (such approval not to be unreasonably withheld).

Appears in 4 contracts

Samples: Registration Rights Agreement (BlueLinx Holdings Inc.), Registration Rights Agreement (Vanguard Car Rental Group Inc.), Registration Rights Agreement (Cit Group Inc)

Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a), if the Initiating Holder who requested registration in the Request Holders so electselect, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering Offering; and such Initiating Holder Holders may require that all Persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If any Demand Registration involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the CompanyInitiating Holders holding a majority of the Registrable Securities for which registration was requested in the Request, subject to the approval of the Initiating Holder who requested such registration in the Request Company (such approval not to be unreasonably withheld).

Appears in 3 contracts

Samples: Registration Rights Agreement (Exco Resources Inc), Registration Rights Agreement (Exco Resources Inc), Stock Purchase Agreement (Miller Douglas H)

Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a), if If the Initiating Holder who requested registration in the Request Holders so electselect, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering Offering; and such Initiating Holder Holders may require that all Persons (including other Holders and Pari Passu Holders) participating in such registration sell their Registrable Securities or Pari Passu Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If any Demand Registration Request involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the CompanyInitiating Holders holding a majority of the Registrable Securities for which registration was requested in the Request, subject to the approval of the Initiating Holder who requested such registration in the Request Company (such approval not to be unreasonably withheld).

Appears in 3 contracts

Samples: Registration Rights Agreement, Services and Investment Agreement (Exco Resources Inc), Registration Rights Agreement (Exco Resources Inc)

Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a), if the Initiating Holder who Holders for which registration was requested registration in the Request so electselect, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering Offering; and such Initiating Holder Holders may require that all Persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If any Demand Registration involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the CompanyInitiating Holders for which registration was requested in the Request, subject to the approval of the Initiating Holder who requested such registration in the Request Company (such approval not to be unreasonably withheld).

Appears in 2 contracts

Samples: Registration Rights Agreement (Harber Lacy J), Registration Rights Agreement (Owl Creek I Lp)

Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a), if the Initiating Holder who Holders holding a majority of the Registrable Securities for which registration was requested registration in the Request so electselect, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering Offering; and such Initiating Holder Holders may require that all Persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If any Demand Registration involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the CompanyInitiating Holders holding a majority of the Registrable Securities for which registration was requested in the Request, subject to the approval of the Initiating Holder who requested such registration in Company for any underwriter that was not a manager or co-manager of any public offering by the Request Company or otherwise sufficiently familiar with the business of the Company (such approval not to be unreasonably withheld).

Appears in 2 contracts

Samples: Securities Purchase Agreement (WorldSpace, Inc), Registration Rights Agreement (WorldSpace, Inc)

Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a) or Section 2.2(a), if the Initiating Holder who requested registration in the Request Holders so electselect, the offering of such Registrable Securities pursuant to such a Shelf Registration or a Demand Registration shall be in the form of a firm commitment Underwritten Offering Offering; and such Initiating Holder Holders may require that all Persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If any Shelf Registration or Demand Registration involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the CompanyMajority Holders of the Registration, subject to the approval of the Initiating Holder who requested such registration in the Request Company (such approval not to be unreasonably withheld).

Appears in 2 contracts

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

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Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a), if the Initiating Holder who Holders holding a majority of the Registrable Securities for which registration was requested registration in the Request so electselect, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering and such Initiating Holder Holders may require that all Persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If any Demand Registration involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the Company, Company subject to the approval of the Initiating Holder who Holders holding a majority of the Registrable Securities for which registration was requested such registration in the Request (such approval not to be unreasonably withheldwithheld or delayed).

Appears in 1 contract

Samples: Registration Rights Agreement (Atp Oil & Gas Corp)

Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a), if the Initiating Holder who Holders holding a majority of the Registrable Securities for which registration was requested registration in the Request so electselect, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering and such Initiating Holder Holders may require that all Persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If any Demand Registration involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the Company, subject to the approval of the Initiating Holder who requested such registration in the Request Holders (such approval not to be unreasonably withheld).

Appears in 1 contract

Samples: Registration Rights Agreement (Icg Communications Inc /De/)

Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a2.2(a), if the Initiating Holder who requested registration in the Request Holders so electselect, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering Offering; and such Initiating Holder Holders may require that all Persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If Except to the extent the Company has otherwise already agreed to hire designated Underwriters as required by the terms of the financing required to consummate the Stockholder Agreements, if any Demand Registration involves an Underwritten Offering, the sole or managing Underwriters and any additional investment bankers and managers to be used in connection with such registration shall be selected by the CompanyInitiating Holders holding a majority of the Registrable Securities for which registration was requested in the Request, subject to the approval of the Initiating Holder who requested such registration in the Request Company (such approval not to be unreasonably withheld).

Appears in 1 contract

Samples: Registration Rights Agreement (Exco Resources Inc)

Underwriting; Selection of Underwriters. Notwithstanding anything to the contrary contained in Section 2.1(a2.01(a), if the Initiating Holder who Holders holding a majority of the Registrable Securities for which registration was requested registration in the Request so electselect, the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of a firm commitment Underwritten Offering and such Initiating Holder Holders may require that all Persons persons (including other Holders) participating in such registration sell their Registrable Securities to the Underwriters at the same price and on the same terms of underwriting applicable to the Initiating HolderHolders. If any Demand Registration involves an Underwritten Offering, the sole or managing Underwriters Underwriter and any additional investment bankers and managers to be used in connection with such registration shall be selected by the Company, Initiating Holders holding a majority of the Registrable Securities for which registration was requested in the Request subject to the approval of the Initiating Holder who requested such registration in the Request Company (such approval not to be unreasonably withheldwithheld or delayed).

Appears in 1 contract

Samples: Warrant Shares Registration Rights Agreement (Pulse Electronics Corp)

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