Underwritten Piggyback Offerings. If the Company at any time proposes to register any of its shares of capital stock in a Piggyback Registration and such securities are to be distributed by or through one or more underwriters, the Company shall, subject to the provisions of Section 5.03, use commercially reasonable efforts to arrange for such underwriters to include the Registrable Securities to be offered and sold by any Holder among the shares of capital stock to be distributed by such underwriters. Such Holder shall be a party to the underwriting agreement between the Company and such underwriter or underwriters and 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 such underwriters also be made to and for the benefit of such Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also be conditions precedent to the obligations of such Holder. No Holder may participate in such underwritten 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. If any Holder disapproves of the terms of an underwriting, such Holder may elect to withdraw therefrom and from such registration by notice to the Company and the managing underwriter.
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Samples: Stockholders' Agreement (Alphatec Holdings, Inc.), Stockholders' Agreement (Alphatec Holdings, Inc.), Stockholders' Agreement (Alphatec Holdings, Inc.)
Underwritten Piggyback Offerings. If the Company at any time proposes to register any of its shares of capital stock in a Piggyback Registration securities and such securities are to be distributed by or through one or more underwriters, the Company shallwill, subject to the provisions of Section 5.03paragraph 2.02(c), use commercially reasonable efforts its best efforts, if requested by the holders of all of the Registrable Securities, to arrange for such underwriters to include the Registrable Securities to be offered and sold by any Holder such holders among the shares of capital stock securities to be distributed by such underwriters. Such Holder , and such holders shall be a party obligated to sell their Registrable Securities in such registration through such underwriters on the same terms and conditions as apply to the other Company securities to be sold by such underwriters in connection with such registration. The holders of the Registrable Securities shall be parties to the underwriting agreement between the Company and such underwriter or underwriters and 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 such underwriters also be made to and for the benefit of such Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also be conditions precedent to the obligations of such Holderunderwriters. No Requesting Holder may participate in such underwritten offering unless such Holder 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. If any Requesting Holder disapproves of the terms of an underwriting, such Holder holder may elect to withdraw therefrom and from such registration by notice to the Company and the managing underwriterManaging Underwriter.
Appears in 2 contracts
Samples: Registration Rights Agreement (Fidelity Holdings Inc), Registration Rights Agreement (Fidelity Holdings Inc)
Underwritten Piggyback Offerings. If the Company at any time proposes to register any of its shares of capital stock Shares in a Piggyback Registration and such securities Shares are to be distributed by or through one or more underwriters, the Company shall, subject to the provisions of Section 5.03, use commercially reasonable efforts to arrange for such underwriters to include the Registrable Securities to be offered and sold by any Holder among the shares of capital stock Shares to be distributed by such underwriters. Such Holder shall be a party to the underwriting agreement between the Company and such underwriter or underwriters and 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 such underwriters also be made to and for the benefit of such Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also be conditions precedent to the obligations of such Holder. No Holder may participate in such underwritten 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. If any Holder disapproves of the terms of an underwriting, such Holder may elect to withdraw therefrom and from such registration by notice to the Company and the managing underwriter.
Appears in 2 contracts
Samples: Stockholders’ Agreement (BioHorizons, Inc.), Stockholders’ Agreement (BioHorizons, Inc.)
Underwritten Piggyback Offerings. If the Company Company, at any time while Registrable Shares are outstanding, proposes to register any of its shares of capital stock securities in a Piggyback Registration and such securities are to be distributed by or through one or more underwriters, the Company shallwill, subject to the provisions of Section 5.03SECTION 2(D), use commercially its reasonable efforts best efforts, unless otherwise requested by any Beneficiary, to arrange for such underwriters to include the Registrable Securities Shares to be offered and sold by any Holder such Beneficiary among the shares of capital stock securities to be distributed by such underwriters. Such Holder , and such Beneficiary shall be a party obligated to sell its Registrable Shares in such Piggyback Registration through such underwriters on the same terms and conditions as apply to the other Company securities to be sold by such underwriters in connection with such Piggyback Registration. The Beneficiaries holding Registrable Shares to be distributed by such underwriters shall be parties to the underwriting agreement between the Company and such underwriter or underwriters and may, at its their 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 such underwriters also be made to and for the their benefit of such Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also be conditions precedent to the obligations of such Holder. No Holder may participate in such underwritten 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. If any Holder disapproves of the terms of an underwriting, such Holder may elect to withdraw therefrom and from such registration by notice to the Company and the managing underwritertheir obligations.
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Samples: Registration Rights Agreement (James River Coal CO)
Underwritten Piggyback Offerings. If the Company at any time proposes to register any of its shares of capital stock securities in a Piggyback Registration and such securities are to be distributed by or through one or more underwriters, the Company shallwill, subject to the provisions of Section 5.03SECTION 2(c), use commercially its reasonable efforts best efforts, if requested by any holder of Registrable Securities, to arrange for such underwriters to include the Registrable Securities to be offered and sold by any Holder Requesting Holders among the shares of capital stock securities to be distributed by such underwriters. Such Holder , and such holders shall be a party obligated to sell their Registrable Securities in such Piggyback Registration through such underwriters on the same terms and conditions as apply to the other Company securities to be sold by such underwriters in connection with such Piggyback Registration. The holders of Registrable Securities to be distributed by such underwriters shall be parties to the underwriting agreement between the Company and such underwriter or underwriters and may, at its their 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 such underwriters also be made to and for the their benefit of such Holder and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also be conditions precedent to the obligations of such Holdertheir obligations. No Holder may participate in such underwritten offering unless such Holder agrees to sell its holder of Registrable Securities on shall be required to make any representations or warranties to or agreements with the basis provided in Company or the underwriters other than representations, warranties or agreements regarding such underwriting agreement holder and completes and executes all questionnaires, powers of attorney, indemnities and other documents reasonably required under the terms of such underwriting agreement. If any Holder disapproves its ownership of the terms securities being registered on its behalf and such holder's intended method of an underwriting, such Holder may elect to withdraw therefrom distribution and from such registration by notice to the Company and the managing underwriter.any other representation required by
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