Common use of Certain Offerings by the Investor Clause in Contracts

Certain Offerings by the Investor. In the case of any securities held by the Investor that cease to be Registrable Securities solely by reason of clause (2) in the definition of “Registrable Securities,” the provisions of Sections 4.5(a)(ii), clauses (iv), (ix) and (x)-(xii) of Section 4.5(c), Section 4.5(g) and Section 4.5(i) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an “underwritten” offering or other disposition shall include any distribution of such securities on behalf of the Investor by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution.

Appears in 40 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement, Securities Purchase Agreement

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Certain Offerings by the Investor. In the case of any securities held by the Investor that cease to be Registrable Securities solely by reason of clause (2) in the definition of “Registrable Securities,” the provisions of Sections 4.5(a)(ii4.5(b)(ii), clauses (iv), (ix) and (x)-(xii) of Section 4.5(c4.5(d), Section 4.5(g4.5(h) and Section 4.5(i4.5(j) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an “underwritten” offering or other disposition shall include any distribution of such securities on behalf of the Investor by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution.

Appears in 34 contracts

Samples: Letter Agreement, Securities Purchase Agreement, Securities Purchase Agreement

Certain Offerings by the Investor. In the case of any securities held by the Investor that cease to be Registrable Securities solely by reason of clause (2) in the definition of “Registrable Securities,” the provisions of Sections 4.5(a)(ii5.12(b)(ii), clauses (iv), (ix) and (x)-(xii) of Section 4.5(c5.12(d), Section 4.5(g5.12(h) and Section 4.5(i5.12(j) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an “underwritten” offering or other disposition shall include any distribution of such securities on behalf of the Investor by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution.

Appears in 15 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement, Securities Purchase Agreement

Certain Offerings by the Investor. In the case of any securities held by the Investor that cease to be Registrable Securities solely by reason of clause (2) in the definition of "Registrable Securities," the provisions of Sections 4.5(a)(ii), clauses (iv), (ix) and (x)-(xii) of Section 4.5(c), Section 4.5(g) and Section 4.5(i) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an "underwritten" offering or other disposition shall include any distribution of such securities on behalf of the Investor by one or more broker-dealers, an "underwriting agreement" shall include any purchase agreement entered into by such broker-dealers, and any "registration statement" or "prospectus" shall include any offering document approved by the Company and used in connection with such distribution.

Appears in 4 contracts

Samples: Letter Agreement (Community Bank Shares of Indiana Inc), Letter Agreement (Community Bank Shares of Indiana Inc), Letter Agreement (Community Bank Shares of Indiana Inc)

Certain Offerings by the Investor. In the case of any securities held by the Investor that cease to be Registrable Securities solely by reason of clause (2) in the definition of “Registrable Securities,” the provisions of Sections 4.5(a)(ii), clauses (iv), (ix) and (x)-(xii) of Section 4.5(c), Section 4.5(g) and Section 4.5(i) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an “underwritten” offering or other disposition shall include any distribution of such securities on behalf of the Investor by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company or the Issuer Trust and used in connection with such distribution.

Appears in 2 contracts

Samples: Securities Purchase and Exchange Agreement (Gmac Inc.), Securities Purchase and Exchange Agreement

Certain Offerings by the Investor. In the case of any securities held by the Investor Purchaser that cease to be Registrable Securities solely by reason of clause (2ii) in the definition of “Registrable Securities,” the provisions of Sections 4.5(a)(ii4.9(a)(5), clauses (iv), (ix6) and (x)-(xii11)-(14) of Section 4.5(c4.9(c), Section 4.5(g4.9(g) and Section 4.5(i4.9(i) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an “underwritten” offering or other disposition shall include any distribution of such securities on behalf of the Investor a Holder by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution.

Appears in 2 contracts

Samples: Investment Agreement (Corsair Capital LLC), Investment Agreement (United Community Banks Inc)

Certain Offerings by the Investor. In the case of any securities held by the Anchor Investor that cease to be Registrable Securities solely by reason of clause (2ii) in the definition of “Registrable Securities,” the provisions of Sections 4.5(a)(ii4.9(a)(5), clauses (iv), (ix6) and (x)-(xii11)-(14) of Section 4.5(c4.9(c), Section 4.5(g4.9(g) and Section 4.5(i4.9(i) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an “underwritten” offering or other disposition shall include any distribution of such securities on behalf of the Investor a Holder by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution.

Appears in 1 contract

Samples: Investment Agreement (United Western Bancorp Inc)

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Certain Offerings by the Investor. In the case of any securities held by the Investor that cease to be Registrable Securities solely by reason of clause (2) in the definition of Registrable Securities,” the provisions of Sections 4.5(a)(ii), clauses (iv), (ix) and (x)-(xii) of Section 4.5(c), Section 4.5(g) and Section 4.5(i) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an underwritten” offering or other disposition shall include any distribution of such securities on behalf of the Investor by one or more broker-dealers, an underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any registration statement” or prospectus” shall include any offering document approved by the Company and used in connection with such distribution.

Appears in 1 contract

Samples: Letter Agreement (Oak Valley Bancorp)

Certain Offerings by the Investor. In the case of any securities held by the Investor that cease to be Registrable Securities solely by reason of clause (2) in the definition of "Registrable Securities," the provisions of Sections 4.5(a)(ii4.5(b)(ii), clauses (iv), (ix) and (x)-(xii) of Section 4.5(c4.5(d), Section 4.5(g4.5(h) and Section 4.5(i4.5(j) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an "underwritten" offering or other disposition shall include any distribution of such securities on behalf of the Investor by one or more broker-dealers, an "underwriting agreement" shall include any purchase agreement entered into by such broker-dealers, and any "registration statement" or "prospectus" shall include any offering document approved by the Company and used in connection with such distribution.

Appears in 1 contract

Samples: Letter Agreement (Customers Bancorp, Inc.)

Certain Offerings by the Investor. In the case of any securities held by the Investor that cease to be Registrable Securities solely by reason of clause (2) in the definition of “Registrable Securities,” the provisions of Sections 4.5(a)(iiparagraph (a)(ii), clauses (iv), (ix) and (x)-(xii) of Section 4.5(c), Section 4.5(gparagraph (c) and Section 4.5(iparagraph (g) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an “underwritten” offering or other disposition shall include any distribution of such securities on behalf of the Investor by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution.

Appears in 1 contract

Samples: Exchange Agreement (Citigroup Inc)

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