Common Contracts

41 similar null contracts by Athlon Energy Inc., Comverge, Inc., Continental Building Products, Inc., others

Ingersoll Rand Inc. 29,788,635 Shares Common Stock ($0.01 par value) Underwriting Agreement
Ingersoll Rand Inc. • August 6th, 2021 • General industrial machinery & equipment • New York

KKR Renaissance Aggregator L.P. (the “Selling Stockholder”), as a stockholder of Ingersoll Rand Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of the Company’s Common Stock, par value $0.01 per share (the “Shares”) set forth next to the Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 29,788,635 Shares to be sold by the Selling Stockholder are called the “Securities”. Subject to the sale of the Securities by the Selling Stockholder to the Underwriters in compliance with the terms of this Agreement, the Underwriters have agreed to sell to the Company, and the Company has agreed herein to purchase from the Underwriters (the “Share Repurchase”), an aggregate of 14,894,317 Shares of the Securities (such Shares, the “Repurchase Shares”) pursuant to Section 3 of this Agreement. Certain terms u

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Ingersoll Rand Inc. 14,924,081 Shares Common Stock ($0.01 par value) Underwriting Agreement
Ingersoll Rand Inc. • May 13th, 2021 • General industrial machinery & equipment • New York

KKR Renaissance Aggregator L.P. (the “Selling Stockholder”), as a stockholder of Ingersoll Rand Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of the Company’s Common Stock, par value $0.01 per share (the “Shares”) set forth next to the Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 14,924,081 Shares to be sold by the Selling Stockholder are called the “Securities”. Certain terms used herein are defined in Section 23 hereof. To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires.

Ingersoll Rand Inc. 12,100,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Ingersoll Rand Inc. • June 19th, 2020 • General industrial machinery & equipment • New York
BrightView Holdings, Inc. 10,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
BrightView Holdings, Inc. • June 15th, 2020 • Agricultural services • New York

Each of (i) KKR BrightView Aggregator L.P. (the “KKR Selling Stockholder”), (ii) MSD Valley Investments, LLC (the “MSD Selling Stockholder”) and (iii) the other selling stockholders named on Schedule I(B) hereto (the “Piggyback Selling Stockholders”) and, together with the KKR Selling Stockholder and the MSD Selling Stockholder, the “Selling Stockholders”), as a stockholder of BrightView Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, the number of shares (the “Shares”) of common stock, $0.01 par value (“Common Stock”), set forth next to such Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 10,000,000 Shares to be sold by the Selling Stockholders are herein called the “Securities.” Certain terms used herein are defined in Section 24 hereof. To the extent there are no additional Underwriters listed on

Gardner Denver Holdings, Inc. 20,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Gardner Denver Holdings, Inc. • November 2nd, 2018 • General industrial machinery & equipment • New York

KKR Renaissance Aggregator L.P. (the “Selling Stockholder”), as a stockholder of Gardner Denver Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of the Company’s Common Stock, par value $0.01 per share (the “Shares”) set forth next to the Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 20,000,000 Shares to be sold by the Selling Stockholder are called the “Securities”. Certain terms used herein are defined in Section 4 hereof. To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires.

First Data Corporation 85,000,000 Shares Class A Common Stock ($0.01 par value) Underwriting Agreement
First Data Corp • September 19th, 2017 • Services-business services, nec • New York

New Omaha Holdings L.P., a Delaware limited partnership (the “Selling Stockholder”) and a stockholder of First Data Corporation, a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 85,000,000 shares of Class A common stock, $0.01 par value (“Class A Common Stock”), of the Company (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 12,750,000 additional shares of Class A Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference

Lantheus Holdings, Inc. 3,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Lantheus Holdings, Inc. • June 16th, 2017 • In vitro & in vivo diagnostic substances • New York

Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Lantheus Holdings, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule I hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof, and to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis), the number of shares of Common Stock set forth in Schedule II hereto (said shares to be sold by the Selling Stockholders collectively being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Exchange Act on or before

Frontier Group Holdings, Inc. [●] Shares Common Stock ($0.001 par value per share) Form of Underwriting Agreement
Frontier Group Holdings, Inc. • June 12th, 2017 • Air transportation, scheduled • New York
Lantheus Holdings, Inc. 3,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Lantheus Holdings, Inc. • May 5th, 2017 • In vitro & in vivo diagnostic substances • New York

Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Lantheus Holdings, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule I hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof, and to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis), the number of shares of Common Stock set forth in Schedule II hereto (said shares to be sold by the Selling Stockholders collectively being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Exchange Act on or before

Lantheus Holdings, Inc. 3,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Lantheus Holdings, Inc. • March 15th, 2017 • In vitro & in vivo diagnostic substances • New York

Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Lantheus Holdings, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule I hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof, and to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis), the number of shares of Common Stock set forth in Schedule II hereto (said shares to be sold by the Selling Stockholders collectively being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Exchange Act on or before

Jagged Peak Energy Inc. 31,599,334 Shares Common Stock ($0.01 par value) Underwriting Agreement
Jagged Peak Energy Inc. • January 31st, 2017 • Crude petroleum & natural gas • New York

Jagged Peak Energy Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 28,333,334 shares of common stock of the Company, $0.01 par value (the “Common Stock”), and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters 3,266,000 shares of Common Stock (said shares to be issued and sold by the Company being hereinafter called the “Company Underwritten Securities”, and shares to be sold by the Selling Stockholders being hereinafter called the “Selling Stockholder Underwritten Securities,” and the Company Underwritten Securities and the Selling Stockholder Underwriter Securities collectively being hereinafter referred to as the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to 4,7

Lantheus Holdings, Inc. 3,500,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Lantheus Holdings, Inc. • November 17th, 2016 • In vitro & in vivo diagnostic substances • New York

Lantheus Holdings, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof, and to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis), 1,000,000 shares of common stock, $0.01 par value (“Common Stock”) of the Company, and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters the number of shares of Common Stock set forth in Schedule II hereto (said shares to be issued and sold by the Company and shares to be sold by the Selling Stockholders collectively being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Prospectus shal

CONTINENTAL BUILDING PRODUCTS, INC. 4,500,000 Shares Common Stock ($0.001 par value) Underwriting Agreement
Continental Building Products, Inc. • March 18th, 2016 • Concrete, gypsum & plaster products • New York

LSF8 Gypsum Holdings, L.P., a Delaware limited partnership (the “Selling Stockholder”) proposes to sell to the underwriter named in Schedule I hereto (the “Underwriter”), for whom you (the “Representative”) are acting as representative, 4,500,000 shares of common stock, $0.001 par value (“Common Stock”), of Continental Building Products, Inc., a corporation organized under the laws of Delaware (the “Company”) (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 606,803 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”).

Del Taco Restaurants, Inc. 3,372,016 Shares Common Stock ($0.0001 par value) Underwriting Agreement
Del Taco Restaurants, Inc. • October 30th, 2015 • Retail-eating places • New York

Certain stockholders of Del Taco Restaurants, Inc., a corporation organized under the laws of Delaware (the “Company”) named in Schedule I hereto (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of common stock, $0.0001 par value (“Common Stock”), of the Company set forth in Schedule I hereto (said shares to be sold by the Selling Stockholders collectively being hereinafter called the “Underwritten Securities”). The Selling Stockholders named in Schedule I hereto also propose to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule II other than you, th

CONTINENTAL BUILDING PRODUCTS, INC. 4,000,000 Shares Common Stock ($0.001 par value) Underwriting Agreement
Continental Building Products, Inc. • September 16th, 2015 • Concrete, gypsum & plaster products • New York

LSF8 Gypsum Holdings, L.P., a Delaware limited partnership (the “Selling Stockholder”) proposes to sell to the underwriter named in Schedule I hereto (the “Underwriter”), for whom you (the “Representative”) are acting as representative, 4,000,000 shares of common stock, $0.001 par value (“Common Stock”), of Continental Building Products, Inc., a corporation organized under the laws of Delaware (the “Company”), (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 600,000 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”).

CONTINENTAL BUILDING PRODUCTS, INC. 4,600,000 Shares Common Stock ($0.001 par value) Underwriting Agreement
Continental Building Products, Inc. • May 18th, 2015 • Concrete, gypsum & plaster products • New York

LSF8 Gypsum Holdings, L.P., a Delaware limited partnership (the “Selling Stockholder”) proposes to sell to the underwriter named in Schedule I hereto (the “Underwriter”), for whom you (the “Representative”) are acting as representative, 4,600,000 shares of common stock, $0.001 par value (“Common Stock”), of Continental Building Products, Inc., a corporation organized under the laws of Delaware (the “Company”), (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 690,000 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”).

Hemisphere Media Group, Inc. Class A Common Stock ($0.0001 par value per share) Underwriting Agreement
Hicks, Muse, Tate & Furst Equity Fund Iii, L.P. • May 13th, 2015 • Cable & other pay television services • New York

The stockholders listed in Schedule I hereto (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, 3,195,583 shares of Class A common stock, $0.0001 par value per share (“Common Stock”) of Hemisphere Media Group, Inc., a corporation organized under the laws of Delaware (the “Company”) (said shares to be sold by the Selling Stockholders being hereinafter called the “Underwritten Securities”). The Company proposes to grant to the Underwriters an option to purchase up to 479,337 additional shares of Common Stock from the Company (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule II other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representatives and Und

CONTINENTAL BUILDING PRODUCTS, INC. 5,000,000 Shares Common Stock ($0.001 par value) Underwriting Agreement
Continental Building Products, Inc. • March 18th, 2015 • Concrete, gypsum & plaster products • New York

This is to confirm the agreement among the Selling Stockholder, the Company and the Underwriters concerning the purchase of the Securities from the Selling Stockholder by the Underwriters.

Santander Consumer USA Holdings Inc. [ ] Shares Plus an option to purchase from the Selling Stockholder up to [ ] additional securities to cover over- allotments Common Stock ($0.01 par value) Form of Underwriting Agreement
Santander Consumer USA Holdings Inc. • August 14th, 2014 • Personal credit institutions • New York

The person named in Schedule I hereto (the “Selling Stockholder”), owning shares of common stock, $0.01 par value per share (the “Common Stock”) of Santander Consumer USA Holdings Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [ ] shares of Common Stock of the Company (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”) (the “offering”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to [ ] additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). The use of the neuter in this Agreement shall include the feminine and masculine wherever appropriate. Certain ter

Athlon Energy Inc. 12,500,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Athlon Energy Inc. • August 4th, 2014 • Crude petroleum & natural gas • New York

Citigroup Global Markets Inc. Goldman, Sachs & Co. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013

Athlon Energy Inc. 12,500,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Athlon Energy Inc. • July 30th, 2014 • Crude petroleum & natural gas • New York

Citigroup Global Markets Inc. Goldman, Sachs & Co. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013

Eclipse Resources Corporation 30,300,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Eclipse Resources Corp • June 24th, 2014 • Crude petroleum & natural gas • New York

Eclipse Resources Corporation, a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 21,500,000 shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”), and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters 8,800,000 shares of Common Stock (said shares to be issued and sold by the Company being hereinafter called the “Company Underwritten Securities,” said shares to be sold by the Selling Stockholders being hereinafter called the “Selling Stockholder Underwritten Securities,” and the Company Underwritten Securities and the Selling Stockholder Underwritten Securities, collectively being hereinafter referred to as the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to 4,545,000 a

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Athlon Energy Inc. 14,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Athlon Energy Inc. • February 11th, 2014 • Crude petroleum & natural gas • New York

Citigroup Global Markets Inc. Goldman, Sachs & Co. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013

Athlon Energy Inc. [ ] Shares Common Stock ($0.01 par value) Underwriting Agreement
Athlon Energy Inc. • February 4th, 2014 • Crude petroleum & natural gas • New York

Citigroup Global Markets Inc. Goldman, Sachs & Co. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013

Santander Consumer USA Holdings Inc. [ ] Shares Plus an option to purchase from the Selling Stockholders up to [ ] additional Securities to cover over- allotments Common Stock ($0.01 par value) Form of Underwriting Agreement
Santander Consumer USA Holdings Inc. • January 17th, 2014 • Personal credit institutions • New York

The persons named in Schedule I hereto (the “Selling Stockholders”), owning shares of common stock, $0.01 par value per share (the “Common Stock”) of Santander Consumer USA Holdings Inc., a corporation organized under the laws of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [ ] shares of Common Stock of the Company (said shares to be sold by the Selling Stockholders collectively being hereinafter called the “Underwritten Securities”) (the “offering”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to [ ] additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). The use of the neuter in this Agreement shall include the feminine and masculine wherever appropria

Genesee & Wyoming Inc. 5,984,232 Shares of Class A Common Stock Underwriting Agreement (the “Agreement”)
Genesee & Wyoming Inc • November 19th, 2013 • Railroads, line-haul operating • New York

The persons named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell, severally and not jointly, to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 5,984,232 shares of Class A common stock, $.01 par value (the “Class A Common Stock”), of Genesee & Wyoming Inc., a corporation organized under the laws of Delaware (the “Company”), (the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The use of the neuter in this Agreement shall include the feminine and masculine wherever appropriate. Any reference herein to the Registration Statement, the Base Prospectus or the Final Prospectus

TOWER INTERNATIONAL, INC. 3,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Tower International, Inc. • November 5th, 2013 • Motor vehicle parts & accessories • New York

LIVONIA, Mich., October 31, 2013 – Tower International, Inc. [NYSE: TOWR], a leading integrated global manufacturer of engineered structural metal components and assemblies, today announced the commencement of a public offering of 2,579,744 shares of its common stock by Tower International Holdings, LLC. Tower International Holdings, LLC is an affiliate of Cerberus Capital Management, L.P. and is the sole selling stockholder in the offering. Upon completion of the offering, Tower International Holdings, LLC will hold 2,000,000 shares of common stock of Tower International, Inc. Tower International, Inc. will not receive any proceeds from the offering of shares by Tower International Holdings, LLC.

Spirit Airlines, Inc. Shares Common Stock ($0.0001 par value) Form of Underwriting Agreement
Spirit Airlines, Inc. • January 17th, 2012 • Air transportation, scheduled • New York

The persons named in Schedule I hereto (the “Selling Stockholders”), owning shares of common stock, par value $0.0001 per share (the “Common Stock”) of Spirit Airlines, Inc., a corporation incorporated under the laws of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, shares of Common Stock of the Company (said shares to be sold by the Selling Stockholders being hereinafter called the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to shares of Common Stock to cover over-allotments, if any, in the amounts and in the manner described in Schedule I (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule II other than you, the term Re

Spirit Airlines, Inc. 15,600,000 Shares Common Stock ($0.0001 par value) Underwriting Agreement
Oaktree Capital Management Lp • June 3rd, 2011 • Air transportation, scheduled • New York

Spirit Airlines, Inc., a corporation incorporated under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 15,600,000 shares of common stock, $0.0001 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The persons named in Schedule II hereto (the “Selling Stockholders”) propose to grant to the Underwriters an option to purchase up to 2,300,400 shares of Common Stock to cover over-allotments, if any, in the amounts and in the manner described in Schedule II (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwrite

Dollar General Corporation [·] Shares(1) Common Stock ($0.875 par value) Underwriting Agreement
Dollar General Corp • October 30th, 2009 • Retail-variety stores • New York

Dollar General Corporation, a corporation organized under the laws of Tennessee (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [·] shares of common stock, $0.875 par value (“Common Stock”) of the Company, and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters [·] shares of Common Stock (said shares to be issued and sold by the Company and shares to be sold by the Selling Stockholders collectively being hereinafter called the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to [·] additional shares of Common Stock (the “Option Securities”; the Option Securities,

Nuance Communications, Inc. 7,000,000 Shares 1 Common Stock ($0.001 par value) Underwriting Agreement
Nuance Communications, Inc. • December 21st, 2007 • Services-prepackaged software • New York

Nuance Communications, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule III hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of common stock, $0.001 par value (“Common Stock”), of the Company set forth in Schedule I hereto, and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters the number of shares of Common Stock set forth in Schedules I and II hereto (said shares to be issued and sold by the Company and shares to be sold by the Selling Stockholders collectively being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the U

Common Stock ($0.001 par value) Form of Underwriting Agreement
Comverge, Inc. • December 3rd, 2007 • Auto controls for regulating residential & comml environments • New York

Comverge, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, shares of common stock, $0.001 par value (“Common Stock”) of the Company, and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters shares of Common Stock (said shares to be issued and sold by the Company and shares to be sold by the Selling Stockholders collectively being hereinafter called the “Underwritten Securities”). The Company and the Selling Stockholders named in Schedule II hereto also propose to grant to the Underwriters an option to purchase up to and , respectively, additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the e

Common Stock ($0.001 par value) Form of Underwriting Agreement
Comverge, Inc. • November 9th, 2007 • Auto controls for regulating residential & comml environments • New York

Comverge, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, shares of common stock, $0.001 par value (“Common Stock”) of the Company, and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters shares of Common Stock (said shares to be issued and sold by the Company and shares to be sold by the Selling Stockholders collectively being hereinafter called the “Underwritten Securities”). The Selling Stockholders named in Schedule II hereto also propose to grant to the Underwriters an option to purchase up to additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underw

Common Stock ($0.001 par value) Underwriting Agreement
Comverge, Inc. • April 13th, 2007 • Auto controls for regulating residential & comml environments • New York

Comverge, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 5,300,000 shares of common stock, $0.001 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company collectively being hereinafter called the “Underwritten Securities”). The persons named in Schedule II hereto (the “Selling Stockholders”) also propose to grant to the Underwriters an option to purchase up to 795,000 additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underw

Common Stock ($0.001 par value) Underwriting Agreement
Comverge, Inc. • April 9th, 2007 • Auto controls for regulating residential & comml environments • New York
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