Common use of Underwritten Registrations of Registrable Notes Clause in Contracts

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 12 contracts

Samples: Registration Rights Agreement (Enova International, Inc.), Registration Rights Agreement (Cash America International Inc), Registration Rights Agreement (Vantage Drilling CO)

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Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 4 contracts

Samples: Registration Rights Agreement (BioScrip, Inc.), Registration Rights Agreement (Sand Springs Railway CO), Registration Rights Agreement (Boston Gear LLC)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyIssuers. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 4 contracts

Samples: Registration Rights Agreement (DT Credit Company, LLC), Registration Rights Agreement (DT Acceptance Corp), Registration Rights Agreement (DT Credit Company, LLC)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers offering and manager or managers must be reasonably acceptable to the CompanyIssuer. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Indenture (Forman Petroleum Corp), Registration Rights Agreement (Forman Petroleum Corp), Registration Rights Agreement (XCL LTD)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes to be included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (Landrys Restaurants Inc), Registration Rights Agreement (Baseline Oil & Gas Corp.), Registration Rights Agreement (CitiSteel PA, Inc.)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (American Apparel, Inc), Registration Rights Agreement (Heckmann Corp), Registration Rights Agreement (Heckmann Corp)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (Altra Industrial Motion, Inc.), Registration Rights Agreement (Hawk Corp), Registration Rights Agreement (TB Wood's INC)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyIssuer. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Kratos Defense & Security Solutions, Inc.), Purchase Agreement (New World Restaurant Group Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes to be included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyCompany and the Backstop Purchasers. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Nebraska Energy, L.L.C.), Registration Rights Agreement (Aventine Renewable Energy Holdings Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount at maturity of such Registrable Notes to be included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Eschelon Telecom Inc), Registration Rights Agreement (Eschelon Telecom of California, Inc.)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes to be included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (CPM Holdings, Inc.), Registration Rights Agreement (Brenner's on the Bayou, Inc.)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Edgen Louisiana CORP), Registration Rights Agreement (Edgen Corp)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyIssuers. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (MRS Fields Financing Co Inc), Registration Rights Agreement (MRS Fields Financing Co Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder Xxxxxx (a) agrees to sell such Holder’s Xxxxxx's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Nationsrent Companies Inc), Registration Rights Agreement (Nationsrent Companies Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (SAExploration Holdings, Inc.), Registration Rights Agreement (Golfsmith International Holdings Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, provided that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration Underwritten Registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Multiband Field Services Inc), Registration Rights Agreement (Goodman Networks Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Atlantic Express Transportation Corp), Registration Rights Agreement (Atlantic Paratrans of Arizona, Inc.)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Thermadyne Holdings Corp /De), Registration Rights Agreement (Thermadyne Australia Pty Ltd.)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offeringIssuers; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyHolders of a majority in aggregate principal amount of such Registrable Notes included in such offering. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (TitleMax of Virginia, Inc.)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offeringIssuers; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyHolders of a majority in aggregate principal amount of such Registrable Notes included in such offering. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (TMX Finance LLC)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyIssuer. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (New World Restaurant Group Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Affinity Guest Services, LLC)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes to be included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyIssuer. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Gastar Exploration LTD)

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Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount at maturity of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Verrazano,inc.)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes to be included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Sterling Chemicals Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering such Underwritten Offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyCo-Issuers. No Holder of Registrable Notes may participate in any underwritten registration Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (United Maritime Group, LLC)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Exchange and Registration Rights Agreement (Goodman Sales CO)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyIssuer. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell xxxx such Holder’s 's Registrable Notes Xxxxx on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Senior Secured Increasing Rate Notes (New World Coffee Manhattan Bagel Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes to be included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Notes on the basis provided baxxx xxovided in any underwriting arrangements underwritinx xxxxngements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Dune Energy Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Thermon Holding Corp.)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyIssuer. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Xxxxxx's Registrable Notes on the basis txx xxxis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Discovery Zone Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount at maturity of such Registrable Notes to be included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (McLeodusa Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration Underwritten Registration hereunder unless such Holder Hxxxxx (a) agrees to sell such HolderHxxxxx’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Idleaire Technologies Corp)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyCompany and such Holders shall be responsible for all underwriting commissions in connection therewith. No Holder of Registrable Notes may participate in any nay underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Ship Finance International LTD)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are is to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyIssuer. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Edgen Murray PLC)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes to be included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Aventine Renewable Energy Holdings Inc)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the Company. No Holder of Registrable Notes may participate in any underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Salix Pharmaceuticals LTD)

Underwritten Registrations of Registrable Notes. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering; provided, however, that such investment banker or investment bankers and manager or managers must be reasonably acceptable to the CompanyIssuers. No Holder of Registrable Notes may participate in any underwritten registration Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Global Aviation Holdings Inc.)

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