Common use of Incidental Underwritten Offerings Clause in Contracts

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder of Registrable Securities as provided in Section 2.2 and subject to the provisions of Section 2.2(a), use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder among the securities to be distributed by such underwriters.

Appears in 24 contracts

Samples: Registration Rights Agreement (Hepalife Technologies Inc), Registration Rights Agreement (Hepalife Technologies Inc), Registration Rights Agreement (Royal Spring Water Inc)

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Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities 1933 Act as contemplated by Section 2.2 3.1 and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder of Registrable Securities as provided in Section 2.2 3.1 and subject to the provisions of Section 2.2(a)3.2, use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder among the securities to be distributed by such underwriters.

Appears in 21 contracts

Samples: Preferred Stock Purchase Agreement (Computer Software Innovations Inc), Registration Rights Agreement (Widepoint Corp), Registration Rights Agreement (Aims Worldwide Inc)

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 3.2 and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder of Registrable Securities as provided in Section 2.2 3.2 and subject to the provisions of Section 2.2(a3.2(b), use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder among the securities to be distributed by such underwriters. The holders of Registrable Securities to be distributed by such underwriters shall be parties to the underwriting agreement between the Company and the underwriters.

Appears in 9 contracts

Samples: Registration Rights Agreement (Central European Media Enterprises LTD), Registration Rights Agreement (Central European Media Enterprises LTD), Registration Rights Agreement (Time Warner Inc.)

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder of Registrable Securities as provided in Section 2.2 and subject to the provisions of Section 2.2(a2.2(i), use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder among the securities to be distributed by such underwriters.

Appears in 6 contracts

Samples: Registration Rights Agreement (Avitar Inc /De/), Registration Rights Agreement (Avitar Inc /De/), Registration Rights Agreement (Avitar Inc /De/)

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder of Registrable Securities as provided in Section 2.2 and subject to the provisions of Section 2.2(a), use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder among the securities to be distributed by such underwriters.

Appears in 4 contracts

Samples: Registration Rights Agreement (American International Petroleum Corp /Nv/), Registration Rights Agreement (Donini Inc), Registration Rights Agreement (American International Petroleum Corp /Nv/)

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder Holder of Registrable Securities as provided in Section 2.2 and subject to the provisions of Section 2.2(a), use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder Holder among the securities to be distributed by such underwriters.

Appears in 3 contracts

Samples: Securities Purchase Agreement (International Fuel Technology Inc), Registration Rights Agreement (American International Petroleum Corp /Nv/), Securities Purchase Agreement (International Fuel Technology Inc)

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder of Registrable Securities the Security Holder as provided in Section 2.2 and subject to the provisions of Section 2.2(a), use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder among the securities to be distributed by such underwriters.

Appears in 3 contracts

Samples: Registration Rights Agreement (Apollo Resources International Inc), Registration Rights Agreement (Imperial Petroleum Inc), Registration Rights Agreement (Prosofttraining Com)

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 3.1 and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder Holder of Registrable Securities as provided in Section 2.2 3.1 and subject to the provisions of Section 2.2(a)3.2, use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder Holder among the securities to be distributed by such underwriters. In no event shall any Holder be deemed an underwriter for purposes of this Agreement.

Appears in 2 contracts

Samples: Investment Agreement (Intersearch Group Inc), Registration Rights Agreement (Intersearch Group Inc)

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Incidental Underwritten Offerings. If the Company at any time ----------------------------------- proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 this Agreement and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder of Registrable Securities as provided in Section 2.2 and subject to the provisions of Section 2.2(a)Holder, use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder the Holder among the securities to be distributed by such underwriters.

Appears in 2 contracts

Samples: Agreement (Spiderboy International Inc), Agreement (Spiderboy International Inc)

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 1.2 and such securities are to be distributed by or through one or more underwritersunderwriters or agents, the Company will, if requested by any holder of Registrable Securities as provided in Section 2.2 1.2 and subject to the provisions of Section 2.2(a1.2(b), use its commercially reasonable best efforts to arrange for such underwriters or agents to include all the Registrable Securities to be offered and sold by such holder among the securities to be distributed by such underwritersunderwriters or agents.

Appears in 1 contract

Samples: Registration Agreement (Kerr Group Inc)

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder of Registrable Securities as provided in Section 2.2 and subject to the provisions of Section 2.2(a), use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder among the securities to be distributed by such underwriters.. b.

Appears in 1 contract

Samples: Registration Rights Agreement (American International Petroleum Corp /Nv/)

Incidental Underwritten Offerings. If the Company at any time proposes ---------------------------------- to register any of its securities under the Securities Act as contemplated by Section 2.2 this Agreement and such securities are to be distributed by or through one or more underwriters, the Company will, if requested by any holder of Registrable Securities as provided in Section 2.2 and subject to the provisions of Section 2.2(a)Holder, use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder the Holder among the securities to be distributed by such underwriters.

Appears in 1 contract

Samples: Employment Agreement (Charys Holding Co Inc)

Incidental Underwritten Offerings. If the Company at any time proposes to register any of its securities under the Securities Act as contemplated by Section 2.2 and such securities are to be distributed by or through one or more underwriters, (i) the managing underwriter or underwriters shall be selected by the Company, and (ii) the Company will, if requested by any holder of Registrable Securities the Shareholder as provided in Section 2.2 2.2, and subject to the provisions of Section 2.2(a2.2(b), use its commercially reasonable best efforts to arrange for such underwriters to include all the Registrable Securities to be offered and sold by such holder the Shareholder among the securities to be distributed by such underwriters.

Appears in 1 contract

Samples: Registration Rights and Shareholder Agreement (Culp Inc)

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