Common use of Underwritten Registration Clause in Contracts

Underwritten Registration. If the registration referred to in Section 2.2(a) is proposed to be underwritten, the Company will so advise the Shareholders as a part of the written notice given pursuant to Section 2.2(a). In such event, the right of any Shareholder to registration pursuant to this Section 2.2 will be conditioned upon such Shareholder’s participation in such underwriting and the inclusion of such Shareholder’s Registrable Securities in the underwriting, and each such Shareholder will (together with the Company and the other Shareholders and other holders of securities distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder disapproves of the terms of the underwriting, such Shareholder may elect to withdraw therefrom by written notice to the Company, the managing underwriter and Investor.

Appears in 6 contracts

Samples: Shareholder Agreement (Fidelity National Information Services, Inc.), Shareholder Agreement (Warburg Pincus LLC), Shareholder Agreements (Marshall & Ilsley Corp/Wi/)

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Underwritten Registration. If the registration referred to in Section 2.2(a) is proposed to be underwritten, the Company will so advise the Shareholders Stockholders as a part of the written notice given pursuant to Section 2.2(a). In such event, the right of any Shareholder Stockholder to registration pursuant to this Section 2.2 will be conditioned upon such ShareholderStockholder’s participation in such underwriting and the inclusion of such ShareholderStockholder’s Registrable Securities in the underwriting, and each such Shareholder Stockholder will (together with the Company and the other Shareholders and other holders of securities Stockholders distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder Stockholder disapproves of the terms of the underwriting, such Shareholder Stockholder may elect to withdraw therefrom by written notice to the Company, the managing underwriter and InvestorCDR Investor or the Family Group Representative, as the case may be.

Appears in 4 contracts

Samples: Stockholders Agreement (New Sally Holdings, Inc.), Stockholders Agreement (Alberto Culver Co), Shareholder Agreement (Clayton Dubilier & Rice Fund VII L P)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders Holders as a part of the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any Shareholder Holder to registration pursuant to this Section 2.2 2 will be conditioned upon such ShareholderHolder’s participation in such underwriting and the inclusion of such ShareholderHolder’s Registrable Securities in the underwriting, and each such Shareholder Holder will (together with the Company and the other Shareholders and other holders of securities Holders distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder Holder disapproves of the terms of the underwriting, such Shareholder Holder may elect to withdraw therefrom by written notice to the Company, the managing underwriter and the Lead Investor.

Appears in 4 contracts

Samples: Registration Rights Agreement (Servicemaster Global Holdings Inc), Registration Rights Agreement (Servicemaster Global Holdings Inc), Registration Rights Agreement (Servicemaster Co, LLC)

Underwritten Registration. If the registration referred to in Section 2.2(a4.1(a) is proposed to be underwritten, the Company will so advise the Shareholders Stockholders as a part of the written notice given pursuant to Section 2.2(a4.1(a). In such event, the right of any Shareholder Stockholder to registration pursuant to this Section 2.2 4.1 will be conditioned upon such ShareholderStockholder’s participation in such underwriting and the inclusion of such ShareholderStockholder’s Registrable Securities in the underwriting, and each such Shareholder Stockholder will (together with the Company and the other Shareholders and other holders of securities Stockholders distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder Stockholder disapproves of the terms of the underwriting, such Shareholder Stockholder may elect to withdraw therefrom by written notice to the Company, the managing underwriter and Investorthe other Stockholders.

Appears in 4 contracts

Samples: Stockholders Agreement (RSC Equipment Rental, Inc.), Stockholders Agreement (RSC Holdings Inc.), Stockholders Agreement (RSC Holdings Inc.)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders Holders as a part of the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any Shareholder Holder to registration pursuant to this Section 2.2 2 will be conditioned upon such Shareholder’s Holder's participation in such underwriting and the inclusion of such Shareholder’s Holder's Registrable Securities in the underwriting, and each such Shareholder Holder will (together with the Company and the other Shareholders and other holders of securities Holders distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder Holder disapproves of the terms of the underwriting, such Shareholder Holder may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 3 contracts

Samples: Registration Rights Agreement (Castlewood Holdings LTD), Registration Rights Agreement (Castlewood Holdings LTD), Recapitalization Agreement (Enstar Group Inc)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders Shareholder as a part of the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any the Shareholder to registration pursuant to this Section 2.2 2 will be conditioned upon such Shareholder’s participation in such underwriting and the inclusion of such Shareholder’s Registrable Securities in the underwriting, and each such the Shareholder will (together with the Company and the other Shareholders and any other holders of securities distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any the Shareholder disapproves of the terms of the underwriting, such the Shareholder may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 3 contracts

Samples: Registration Rights Agreement (Waha Capital PJSC), Registration Rights Agreement (AerCap Holdings N.V.), Registration Rights Agreement (Waha Capital PJSC)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders Shareholder as a part of the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any the Shareholder to registration pursuant to this Section 2.2 2 will be conditioned upon such the Shareholder’s participation in such underwriting and the inclusion of such the Shareholder’s Registrable Securities in the underwriting, and each such the Shareholder will (together with the Company and the other Shareholders and other holders of securities distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any the Shareholder disapproves of the terms of the underwriting, such Shareholder it may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 2 contracts

Samples: Investment Agreement (Enstar Group LTD), Registration Rights Agreement (Enstar Group LTD)

Underwritten Registration. If the registration referred to in Section 2.2(a1.2(a) is proposed to be underwritten, the Company will so advise the Shareholders Holders as a part of the written notice given pursuant to Section 2.2(a1.2(a). In such event, the right of any Shareholder Holder to registration pursuant to this Section 2.2 1.2 will be conditioned upon such ShareholderHolder’s participation in such underwriting and the inclusion of such ShareholderHolder’s Registrable Securities in the underwriting, and each such Shareholder Holder will (together with the Company and the other Shareholders and other holders of securities Holders distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Companyunderwriting. If any Shareholder Holder disapproves of the terms of the underwriting, such Shareholder Holder may elect to withdraw therefrom by written notice to the Company, the lead managing underwriter underwriter(s), and Investorthe D. X. Xxxx Investors.

Appears in 2 contracts

Samples: Registration Rights Agreement (James River Group Holdings, Ltd.), Registration Rights Agreement (James River Group Holdings, Ltd.)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders as a part of Shareholder in the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any the Shareholder to registration pursuant to this Section 2.2 2 will be conditioned upon such the Shareholder’s participation in such underwriting and the inclusion of such the Shareholder’s Registrable Securities in the underwriting, and each such the Shareholder will (together with the Company and the other Shareholders and other holders of securities distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any the Shareholder disapproves of the terms of the underwriting, such Shareholder it may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 2 contracts

Samples: Registration Rights Agreement (Melinta Therapeutics, Inc. /New/), Purchase and Sale Agreement (Melinta Therapeutics, Inc. /New/)

Underwritten Registration. If the registration referred to in Section 2.2(a5.2(a) is proposed to be underwritten, the Company will so advise the Shareholders as a part holders of the written notice given pursuant to Section 2.2(a)Registrable Securities. In such event, the right of any Shareholder holder of Registrable Securities to registration pursuant to this Section 2.2 5.2 will be conditioned upon such Shareholderholder’s participation in such underwriting and the inclusion of such Shareholderholder’s Registrable Securities in the underwriting, and each such Shareholder holder of Registrable Securities will (together with the Company and the other Shareholders holders of Registrable Securities and other holders of securities distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder disapproves of the terms of the underwriting, such Shareholder may elect to withdraw therefrom by written notice to the Company, the managing underwriter and Investor.

Appears in 2 contracts

Samples: Merger Agreement (Vought Aircraft Industries Inc), Stockholders Agreement (Triumph Group Inc)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders as a part of in the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any Shareholder to registration pursuant to this Section 2.2 2 will be conditioned upon such Shareholder’s participation in such underwriting and the inclusion of such Shareholder’s Registrable Securities in the underwriting, and each such Shareholder will (together with the Company and the other Shareholders and other holders of securities distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any such Shareholder disapproves of the terms of the underwriting, such Shareholder it may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 2 contracts

Samples: Registration Rights Agreement (Cempra, Inc.), Merger Agreement (Cempra, Inc.)

Underwritten Registration. If the registration referred to in Section 2.2(a4.12(b)(1) is proposed to be underwritten, the Company will so advise the Shareholders Investor and any transferees as a part of the written notice given pursuant to Section 2.2(a4.12(b)(1). In such event, the right of the Investor or any Shareholder transferee to registration pursuant to this Section 2.2 4.12(b) will be conditioned upon such Shareholderperson’s participation in such underwriting and the inclusion of such Shareholderperson’s Registrable Securities in the underwriting, and each such Shareholder person will (together with the Company and the other Shareholders and other holders of securities persons distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder participating person disapproves of the terms of the underwriting, such Shareholder person may elect to withdraw therefrom by written notice to the Company, the managing underwriter and the Investor.

Appears in 2 contracts

Samples: Investment Agreement (Mbia Inc), Investment Agreement (Mbia Inc)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders Shareholder as a part of the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any the Shareholder to registration pursuant to this Section 2.2 2 will be conditioned upon such Shareholder’s participation in such underwriting and the inclusion of such Shareholder’s Registrable Securities in the underwriting, and each such the Shareholder will (together with the Company and the other Shareholders and any other holders of securities distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. .If any the Shareholder disapproves of the terms of the underwriting, such the Shareholder may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 1 contract

Samples: Registration Rights Agreement (AerCap Holdings N.V.)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders Holders as a part of the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any Shareholder Holder to registration pursuant to this Section 2.2 2 will be conditioned upon such ShareholderHolder’s participation in such underwriting and the inclusion of such ShareholderHolder’s Registrable Securities in the underwriting, and each such Shareholder Holder will (together with the Company and the other Shareholders and other holders of securities Holders distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder Holder disapproves of the terms of the underwriting, such Shareholder Holder may elect to withdraw therefrom by written notice to the Company, the managing underwriter and Investorthe Required Holders.

Appears in 1 contract

Samples: Registration Rights Agreement (MxEnergy Holdings Inc)

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Underwritten Registration. If the registration referred to in Section 2.2(a3(a) is proposed to be underwritten, the Company will so advise the Shareholders Shareholder(s) as a part of the written notice given pursuant to Section 2.2(a3(a). In such event, the right of any a Shareholder to registration pursuant to this Section 2.2 3 will be conditioned upon such Shareholder’s participation in such underwriting and the inclusion of such Shareholder’s Registrable Securities in the underwriting, and each such Shareholder will (together with the Company and the other Shareholders and other holders of securities distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any a Shareholder disapproves of the terms of the underwriting, such Shareholder it may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 1 contract

Samples: Registration Rights Agreement (Enstar Group LTD)

Underwritten Registration. If the registration referred to in Section 2.2(a3(a) is proposed to be underwritten, the Company will so advise the Shareholders as a part of Shareholder in the written notice given pursuant to Section 2.2(a3(a). In such event, the right of any the Shareholder to registration pursuant to this Section 2.2 3 will be conditioned upon such the Shareholder’s participation in such underwriting and the inclusion of such the Shareholder’s Registrable Securities in the underwriting, and each such the Shareholder will (together with the Company and the other Shareholders and other holders of securities distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any the Shareholder disapproves of the terms of the underwriting, such Shareholder it may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 1 contract

Samples: Registration Rights Agreement (Coty Inc.)

Underwritten Registration. If the registration referred to in Section 2.2(a4.15(a) is proposed to be underwritten, the Company will so advise the Shareholders Purchasers as a part of the written notice given pursuant to Section 2.2(a4.15(a). In such event, the right of any Shareholder the Purchasers to registration pursuant to this Section 2.2 4.15 will be conditioned upon such Shareholder’s persons’ participation in such underwriting and the inclusion of such Shareholderperson’s Registrable Securities Warrant Shares in the underwriting, and each such Shareholder person will (together with the Company and the other Shareholders and other holders of securities persons distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder participating person disapproves of the terms of the underwriting, such Shareholder person may elect to withdraw therefrom by written notice to the Company, the managing underwriter and Investorthe Purchasers.

Appears in 1 contract

Samples: Securities Purchase Agreement (Access Integrated Technologies, Inc. D/B/a Cinedigm Digital Cinema Corp.)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders Holders as a part of the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any Shareholder Holder to registration pursuant to this Section 2.2 2 will be conditioned upon such ShareholderHolder’s participation in such underwriting and the inclusion of such ShareholderHolder’s Registrable Securities in the underwriting, and each such Shareholder Holder will (together with the Company and the other Shareholders and other holders of securities Holders distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder Holder disapproves of the terms of the underwriting, such Shareholder Holder may elect to withdraw therefrom by written notice to the Company, the managing underwriter and Investorthe Principal Investors.

Appears in 1 contract

Samples: Registration Rights Agreement (Hertz Global Holdings Inc)

Underwritten Registration. If the registration referred to in Section 2.2(a1.2(a) is proposed to be underwritten, the Company will so advise the Shareholders Investor as a part of the written notice given pursuant to Section 2.2(a1.2(a). In such event, the right of any Shareholder the Investor to registration pursuant to this Section 2.2 1.2 will be conditioned upon such Shareholder’s the Investor's participation in such underwriting and the inclusion of such Shareholder’s the Investor's Registrable Securities in the underwriting, and each such Shareholder the Investor will (together with the Company and the other Shareholders and other holders of securities persons distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder the Investor disapproves of the terms of the underwriting, such Shareholder the Investor may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 1 contract

Samples: Investment Agreement (Gottschalks Inc)

Underwritten Registration. If the registration referred to in Section 2.2(a2(a) is proposed to be underwritten, the Company will so advise the Shareholders Holders as a part of the written notice given pursuant to Section 2.2(a2(a). In such event, the right of any Shareholder Holder to registration pursuant to this Section 2.2 2 will be conditioned upon such ShareholderHolder’s participation in such underwriting and the inclusion of such ShareholderHolder’s Registrable Securities in the underwriting, and each such Shareholder Holder will (together with the Company and the other Shareholders and other holders of securities Holders distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder Holder disapproves of the terms of the underwriting, such Shareholder Holder may elect to withdraw therefrom by written notice to the Company, Company and the managing underwriter and Investorunderwriter.

Appears in 1 contract

Samples: Registration Rights Agreement (STUDIO CITY INTERNATIONAL HOLDINGS LTD)

Underwritten Registration. If the registration referred to in Section 2.2(a4.9(b)(1) is proposed to be underwritten, the Company will so advise the Shareholders Investors and any transferees as a part of the written notice given pursuant to Section 2.2(a4.9(b)(1). In such event, the right of the Investors or any Shareholder transferees to registration pursuant to this Section 2.2 4.9(b) will be conditioned upon such Shareholder’s persons’ participation in such underwriting and the inclusion of such Shareholderperson’s Registrable Securities in the underwriting, and each such Shareholder person will (together with the Company and the other Shareholders and other holders of securities persons distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder participating person disapproves of the terms of the underwriting, such Shareholder person may elect to withdraw therefrom by written notice to the Company, the managing underwriter and Investorthe Investors.

Appears in 1 contract

Samples: Investment Agreement (Washington Mutual, Inc)

Underwritten Registration. If the registration referred to in Section 2.2(a4.7(b)(1) is proposed to be underwritten, the Company will so advise the Shareholders Investor and any known transferees as a part of the written notice given pursuant to Section 2.2(a4.7(b)(1). In such event, the right of the Investor or any Shareholder transferees to registration pursuant to this Section 2.2 4.7(b) will be conditioned upon such Shareholder’s persons’ participation in such underwriting and the inclusion of such Shareholderperson’s Registrable Securities in the underwriting, and each such Shareholder person will (together with the Company and the other Shareholders and other holders of securities persons distributing their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by the Company. If any Shareholder participating person disapproves of the terms of the underwriting, such Shareholder person may elect to withdraw therefrom by written notice to the Company, the managing underwriter and the Investor.

Appears in 1 contract

Samples: Investment Agreement (Wintrust Financial Corp)

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