Common use of Underwritten Registrations Clause in Contracts

Underwritten Registrations. No holder of Registrable Securities may participate in any underwritten registration hereunder unless such holder (a) agrees to sell such holder’s Registrable Securities 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 (TaskUs, Inc.), Registration Rights Agreement (TaskUs, Inc.), Securityholders Agreement (21st Century Oncology Holdings, Inc.)

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Underwritten Registrations. No holder of Registrable Securities may participate in any underwritten registration hereunder unless such holder (a) agrees to sell such holder’s 's Registrable Securities 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 11 contracts

Samples: Stockholders Agreement (Refco Inc.), Securityholders Agreement (Westminster-Refco Management LLC), Securityholders Agreement (Refco Information Services, LLC)

Underwritten Registrations. (a) No holder of Registrable Securities Person may participate in any underwritten registration hereunder unless such holder Person (ai) agrees to sell such holder’s the Registrable Securities or Other Securities it desires to have covered by the registration on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements in customary form and (bii) completes and executes all reasonable and customary questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Colfax CORP), Registration Rights Agreement (Colfax CORP), Registration Rights Agreement (Colfax CORP)

Underwritten Registrations. No holder of Registrable Securities may participate in any underwritten registration hereunder effected pursuant hereto unless such holder (a) agrees to sell such holder’s Registrable Securities 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 5 contracts

Samples: Limited Partnership Agreement (Epicor International Holdings, Inc.), Stockholders Agreement (Bankrate, Inc.), Securityholders Agreement (Vitamin Shoppe, Inc.)

Underwritten Registrations. No holder of Registrable Securities Holder may participate in any underwritten registration hereunder unless such holder Holder (a) agrees to sell such holderHolder’s Registrable Securities 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: Investor Rights Agreement, Investor Rights Agreement (Ares Management Corp), Investor Rights Agreement (Ares Management Lp)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration hereunder unless such holder Person (ai) agrees to sell such holder’s Registrable Securities on the basis reasonably provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) 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 (North Shore Agency Inc), Registration Rights Agreement (Union Corp), Registration Rights Agreement (North Shore Agency Inc)

Underwritten Registrations. No holder of Registrable Securities may participate in any underwritten registration hereunder unless such holder person (ai) agrees to sell such holder’s Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons persons entitled hereunder to approve such arrangements arrangements, and (bii) 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: Consulting Agreement (Eastside Distilling, Inc.), Unit Purchase Agreement (Bio Solutions Manufacturing, Inc.), Stock Purchase Agreement (Shumate Industries Inc)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration hereunder unless such holder person (ai) agrees to sell such holder’s Registrable Securities on the basis reasonably provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) 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: Equity Registration Rights Agreement (Comple Tel LLC), Registration Rights and Stockholders Agreement (Intira Corp), Equity Registration Rights Agreement (Paging Network Do Brazil Sa)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration Underwritten Registration hereunder unless such holder Person (a) agrees to sell such holderPerson’s Registrable Securities securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder applicable to approve such arrangements offering 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 (Amaya Inc.), Registration Rights Agreement (Amaya Inc.)

Underwritten Registrations. No holder Holder of Registrable Securities may participate in any underwritten registration Underwritten Registration hereunder unless such holder Holder (a) agrees to sell such holder’s Holder's Registrable Securities on the basis provided in any underwriting arrangements (including lockup provisions) 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 2 contracts

Samples: Stock Registration Rights Agreement (Physicians Clinical Laboratory Inc), Note Registration Rights Agreement (Physicians Clinical Laboratory Inc)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration hereunder which is underwritten unless such holder Person (a) agrees to sell such holder’s Registrable Securities its securities on the basis provided in any underwriting arrangements approved by the such Person or Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, custody agreements, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (UL Solutions Inc.), Registration Rights Agreement (UL Solutions Inc.)

Underwritten Registrations. No holder of Registrable Securities may participate in any underwritten registration or takedown hereunder unless such holder (a) agrees to sell such holder’s Registrable Securities 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 (Bumble Inc.), Registration Rights Agreement (Bumble Inc.)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration hereunder unless such holder Person (a) agrees to sell such holder’s Registrable Securities Person's securities 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. Nothing in this Section 10 shall be construed to create any additional rights regarding the registration of Registrable Notes in any Person otherwise than as set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Transtexas Gas Corp), Registration Rights Agreement (Transtexas Gas Corp)

Underwritten Registrations. No holder of Registrable Securities Holder may participate in any underwritten registration Underwritten Registration hereunder unless such holder Holder (a) agrees to sell such holder’s Holder's Transfer Restricted Registrable Equity Securities on the basis provided in any customary underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements entered into in connection therewith and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements lock-up letters and other documents required under the terms of such underwriting arrangements. The Company shall have no obligation to effect any Registration Statement as an Underwritten Registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Telex Communications Inc), Registration Rights Agreement (Telex Communications Inc)

Underwritten Registrations. No holder of Registrable Securities may participate in any underwritten registration hereunder unless such holder person (ai) agrees to sell such holder’s 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons persons entitled hereunder to approve such arrangements arrangements, and (bii) 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: Guaranty Agreement (Excalibur Industries Inc), Guaranty Agreement (Shumate Industries Inc)

Underwritten Registrations. No holder of Registrable Securities person may participate in any underwritten registration hereunder unless such holder person (ai) agrees to sell such holder’s Registrable person's Transfer Restricted Securities on the basis reasonably provided in any underwriting arrangements approved by the Persons persons entitled hereunder to approve such arrangements and (bii) 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 1 contract

Samples: Exchange and Registration Rights Agreement (Cooperative Computing Inc /De/)

Underwritten Registrations. If Any). No holder of Registrable Securities may ---------------------------------- participate in any underwritten registration hereunder Underwritten Registration, which Underwritten Registration shall only be undertaken at the option of the Issuer, unless such holder (a) agrees to sell such holder’s Registrable 's Initial Securities on the basis provided in any underwriting arrangements approved by the Persons 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 (Dominion Resources Inc /Va/)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration Underwritten Registration hereunder unless such holder Person (a) agrees to sell such holderPerson’s Registrable Securities securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder applicable to approve such arrangements offering, and (b) completes and executes all customary questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under requested by the terms of such underwriting arrangementsunderwriters.

Appears in 1 contract

Samples: Registration Rights Agreement (Stars Group Inc.)

Underwritten Registrations. No holder of Registrable Securities person may participate in any underwritten registration hereunder unless such holder person (ai) agrees to sell such holderperson’s Registrable Transfer Restricted Securities on the basis reasonably provided in any underwriting arrangements approved by the Persons persons entitled hereunder to approve such arrangements and (bii) 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 1 contract

Samples: Registration Rights Agreement (Homex Development Corp.)

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Underwritten Registrations. No holder Holder of Registrable Transfer Restricted Securities may participate in any underwritten registration hereunder unless such holder Holder (a) agrees to sell such holder’s Registrable Holder's Transfer Restricted Securities 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 (Cilcorp Inc)

Underwritten Registrations. No holder Holder of Registrable Securities may participate in any underwritten registration hereunder pursuant to a Registration Statement filed under this Agreement unless such holder Holder (a) agrees to (i) sell such holder’s Holder's Registrable Securities on the basis provided in any and in compliance with customary underwriting arrangements approved by and (ii) comply with Rules 101, 102 and 104 of Regulation M under the Persons entitled hereunder to approve such arrangements Exchange Act 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 1 contract

Samples: Warrant Registration Rights Agreement (Windsor Woodmont Black Hawk Resort Corp)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration hereunder which is underwritten unless such holder Person (a) agrees to sell such holderPerson’s Registrable Securities securities on the basis provided in any underwriting arrangements approved by the Person or 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 (Handheld Entertainment, Inc.)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration hereunder unless such holder person (ai) agrees to sell such holder’s Registrable Securities on the basis reasonably provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements arrange- ments and (bii) 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 and Stockholders Agreement (Atrium Companies Inc)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration hereunder which is underwritten unless such holder Person (a) agrees to sell such holder’s Registrable Securities Person's securities on the basis provided in any underwriting arrangements approved by the Person or 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, Stockholders' and Joinder Agreement (Collegis Inc)

Underwritten Registrations. No holder of Registrable Securities may participate in any underwritten registration hereunder effected pursuant hereto unless such holder (a) agrees to sell such holder’s 's Registrable Securities 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: Stockholders Agreement (New York & Company, Inc.)

Underwritten Registrations. No holder of Registrable Securities Person may participate in any underwritten registration public offering hereunder unless such holder person (ai) agrees to sell such holder’s Registrable Securities on the basis reasonably provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) 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: Warrant Shares Registration Rights Agreement (Dayton Superior Corp)

Underwritten Registrations. No holder of Registrable Securities -------------------------- may participate in any underwritten registration hereunder unless such holder (a) agrees to sell such holder’s 's Registrable Securities 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: Securityholders Agreement (M Foods Investors LLC)

Underwritten Registrations. (If Any). No holder of Registrable Securities may participate in any underwritten registration hereunder Underwritten Registration, which Underwritten Registration shall only be undertaken at the option of the Issuers, unless such holder (a) agrees to sell such holder’s Registrable 's Initial Securities on the basis provided in any underwriting arrangements approved by the Persons 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 (LSP Batesville Funding Corp)

Underwritten Registrations. (If Any). No holder of Registrable Securities may participate in any underwritten registration hereunder Underwritten Registration, which Underwritten Registration shall only be undertaken at the option of the Company, unless such holder (a) agrees to sell such holder’s Registrable ' s Securities on the basis provided in any underwriting arrangements approved by the Persons 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 (Midamerican Funding LLC)

Underwritten Registrations. (If Any). No holder of Registrable Securities may participate in any underwritten registration hereunder Underwritten Registration, which Underwritten Registration shall only be undertaken at the option of the Company, unless such holder (a) agrees to sell such holder’s Registrable 's Initial Securities on the basis provided in any underwriting arrangements approved by the Persons 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 (Ce Generation LLC)

Underwritten Registrations. (If Any). No holder of Registrable Securities may participate in any underwritten registration hereunder Underwritten Registration, which Underwritten Registration shall only be undertaken at the option of Funding Company, unless such holder (a) agrees to sell such holder’s Registrable 's Initial Securities on the basis provided in any underwriting arrangements approved by the Persons 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 (New World Power Texas Renewable Energy Limited Partnership)

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