Common use of Underwritten Demand Registration Clause in Contracts

Underwritten Demand Registration. The determination of whether any offering of Registrable Securities pursuant to a Demand Registration will be an underwritten offering shall be made in the sole discretion of the Holders of a Majority of Included Registrable Securities for such Registration Statement, and such Holders of a Majority of Included Registrable Securities shall have the right to (A) determine the plan of distribution, including the price at which the Registrable Securities are to be sold and the underwriting commissions, discounts and fees, and (B) select the investment banker(s) and manager(s) to administer the offering (which shall consist of one (1) or more reputable nationally recognized investment banks, subject to the Company’s approval (which shall not be unreasonably withheld, conditioned or delayed)) and one firm of counsel to represent all of the Holders (along with any reasonably necessary local counsel), in connection with such Demand Registration; provided that the Company shall select such investment banker(s), manager(s) and counsel (including local counsel) if the Holders of such Majority of Registrable Securities cannot so agree on the same within a reasonable time period; provided further, that the Company shall not be obligated to effect an underwritten offering pursuant to a Demand Registration within 90 days after the consummation of a previous underwritten offering pursuant to a Demand Registration or Underwritten Shelf Takedown.

Underwritten Demand Registration. The determination of whether any offering of Registrable Securities pursuant to a Demand Registration will be an underwritten offering shall be made in the sole discretion of the Holders of a Majority of Included Registrable Securities for included in such Registration Statementunderwritten offering, and such Holders of a Majority of Included Registrable Securities shall have the right to (A) determine the plan of distribution, including the price at which the Registrable Securities are to be sold and the underwriting commissions, discounts and fees, and (B) select the investment banker(s) and manager(s) to administer the offering (which shall consist of one (1) or more reputable nationally recognized investment banks, subject to the Company’s approval (which shall not be unreasonably withheld, conditioned or delayed)) and one (1) firm of counsel to represent all of the Holders (along with any reasonably necessary local counsel), in connection with such Demand Registration; provided provided, that the Company shall select such investment banker(s), manager(s) and counsel (including local counsel) if the Holders of such Majority of Registrable Securities cannot so agree on the same within a reasonable time period; provided further, that the Company shall not be obligated to effect an underwritten offering pursuant to a Demand Registration within 90 days after the consummation of a previous underwritten offering pursuant to a Demand Registration or Underwritten Shelf Takedown.

Underwritten Demand Registration. The determination of whether any offering of Registrable Securities pursuant to a Demand Registration will be an underwritten offering shall be made in the sole discretion of the Holders Stockholders holding a majority of a Majority of Included Registrable Securities for included in such Registration Statementunderwritten offering, and such Holders Stockholders holding a majority of a Majority of Included such included Registrable Securities shall have the right to (A) determine the plan of distribution, including the price at which the Registrable Securities are to be sold and the underwriting commissions, discounts and fees, and (B) select the investment banker(s) and manager(s) to administer the offering (which shall consist of one (1) or more reputable nationally recognized investment banks, subject banks reasonably satisfactory to the Company’s approval (which shall not be unreasonably withheld, conditioned or delayed)) and one firm of counsel to represent all of the Holders Stockholders collectively (along with any reasonably necessary local counsel), in connection with such Demand Registration; provided provided, (i) that the Company shall select such investment banker(s), manager(s) and counsel (including local counselmanager(s) if the Holders Stockholders holding a majority of such Majority of included Registrable Securities cannot so agree on the same within a reasonable time period; provided further, period and (ii) that the Company shall not be obligated to effect an any such underwritten offering pursuant if the aggregate proceeds expected to a be received from the sale of the Registrable Securities requested to be sold in such Demand Registration within 90 days after Registration, in the consummation good-faith judgment of a previous underwritten offering pursuant to a Demand Registration the managing underwriter(s) therefor, is less than $25 million (or Underwritten Shelf Takedownsuch lesser amount as would be received upon the sale of all of the applicable Qualified Stockholders’ remaining Registrable Securities).

Underwritten Demand Registration. The determination of whether any offering of Registrable Securities pursuant to a Demand Registration will be an underwritten offering shall be made in the sole discretion of the Holders of a Majority of Included Registrable Securities for included in such Registration Statementunderwritten offering, and such Holders of a Majority of Included Registrable Securities shall have the right to (Ai) determine the plan of distribution, including the price at which the Registrable Securities are to be sold and the underwriting commissions, discounts and fees, and (Bii) select the investment banker(s) and manager(s) to administer the offering (which shall consist of one (1) or more reputable nationally recognized investment banks, subject banks reasonably satisfactory to the Company’s approval (which shall not be unreasonably withheld, conditioned or delayed)) and one firm of counsel to represent all of the Holders Stockholders (along with any reasonably necessary local counsel), in connection with such Demand Registration; provided provided, (A) that the Company shall select such investment banker(s), manager(s) and counsel (including local counselmanager(s) if the Holders of such a Majority of Included Registrable Securities cannot so agree on the same within a reasonable time period; provided further, period and (B) that the Company shall not be obligated to effect an any such underwritten offering pursuant if the aggregate proceeds expected to a be received from the sale of the Registrable Securities requested to be sold in such Demand Registration within 90 days after Registration, in the consummation good faith judgment of a previous underwritten offering pursuant to a Demand Registration or Underwritten Shelf Takedownthe managing underwriter(s) therefor, is less than $25,000,000.

Underwritten Demand Registration. The determination of whether any offering of Registrable Securities pursuant to a Demand Registration will be an underwritten offering shall be made in the sole discretion of the Holders of a Majority of Included Registrable Securities for included in such Registration Statementunderwritten offering, and such Holders of a Majority of Included Registrable Securities shall have the right to (A) determine the plan of distribution, including the price at which the Registrable Securities are to be sold and the underwriting commissions, discounts and fees, and (B) select the investment banker(s) and manager(s) to administer the offering (which shall consist of one (1) or more reputable nationally recognized investment banks, subject to the Company’s approval (which shall not be unreasonably withheld, conditioned or delayed)) and one firm of counsel to represent all of the Holders (along with any reasonably necessary local counsel), in connection with such Demand Registration; provided provided, that the Company shall select such investment banker(s), manager(s) and counsel (including local counsel) if the Holders of such Majority of Registrable Securities cannot so agree on the same within a reasonable time period; provided further, that the Company shall not be obligated to effect an underwritten offering pursuant to a Demand Registration within 90 days after the consummation of a previous underwritten offering pursuant to a Demand Registration or Underwritten Shelf Takedown.

Underwritten Demand Registration. The determination of whether any offering of Registrable Securities pursuant to a Demand Registration will be an underwritten offering shall be made in the sole discretion of the Holders of a Majority of Included Registrable Securities for included in such Registration Statementunderwritten offering, and such Holders of a Majority of Included Registrable Securities shall have the right to (A) determine the plan of distribution, including the price at which the Registrable Securities are to be sold and the underwriting commissions, discounts and fees, and (B) select the investment banker(s) and manager(s) to administer the offering (which shall consist of one (1) or more reputable nationally recognized investment banks, subject banks reasonably satisfactory to the Company’s approval (which shall not be unreasonably withheld, conditioned or delayed)Corporation) and one firm of counsel to represent all of the Holders (along with any reasonably necessary local counsel), in connection with such Demand Registration; provided provided, (i) that the Company Corporation shall select such investment banker(s), manager(s) and counsel (including local counselmanager(s) if the such Holders of such a Majority of Included Registrable Securities cannot so agree on the same within a reasonable time period; provided further, period and (ii) that the Company Corporation shall not be obligated to effect an any such underwritten offering pursuant if the aggregate proceeds expected to a be received from the sale of the Registrable Securities requested to be sold in such Demand Registration within 90 days after Registration, in the consummation good faith judgment of a previous underwritten offering pursuant to a Demand Registration or Underwritten Shelf Takedownthe managing underwriter(s) therefor, is less than $25 million.

Underwritten Demand Registration. The determination of whether any offering of Registrable Securities pursuant to a Demand Registration will be an underwritten offering shall be made in the sole discretion of the Holders of Members holding a Majority of Included Registrable Securities for included in such Registration Statementunderwritten offering, and such Holders of Members holding a Majority of Included Registrable Securities shall have the right to (A) determine the plan of distribution, including the price at which the Registrable Securities are to be sold and the underwriting commissions, discounts and fees, and (B) select the investment banker(s) and manager(s) to administer the offering (which shall consist of one (1) or more reputable nationally recognized investment banks, subject banks reasonably satisfactory to the Company’s approval (which shall not be unreasonably withheld, conditioned or delayed)) and one firm of counsel to represent all of the Holders Members (along with any reasonably necessary local counsel), in connection with such Demand Registration; provided provided, (i) that the Company shall select such investment banker(s), manager(s) and counsel (including local counselmanager(s) if the Holders of such Members holding a Majority of Included Registrable Securities cannot so agree on the same within a reasonable time period; provided further, period and (ii) that the Company shall not be obligated to effect an any such underwritten offering pursuant if the aggregate proceeds expected to a be received from the sale of the Registrable Securities requested to be sold in such Demand Registration within 90 days after Registration, in the consummation good faith judgment of a previous underwritten offering pursuant to a Demand Registration or Underwritten Shelf Takedownthe managing underwriter(s) therefor, is less than $25 million.