Common use of Participation in Underwritten Registrations Clause in Contracts

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 575 contracts

Samples: Registration Rights Agreement (Bellingham II Associates, L.L.C.), Registration Rights Agreement (California Resources Corp), Registration Rights Agreement (Intcomex, Inc.)

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Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 183 contracts

Samples: Registration Rights Agreement (Alderwoods Texas Lp), Registration Rights Agreement (Alpharma Inc), Registration Rights Agreement (Nortek Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 42 contracts

Samples: Registration Rights Agreement (First Midwest Bancorp Inc), Registration Rights Agreement (Dayton Power & Light Co), Registration Rights Agreement (United National Bancorp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 's securities on the basis provided in any underwriting arrangements approved by the Persons Holders entitled hereunder to approve such arrangements arrangements, and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 26 contracts

Samples: Registration Rights Agreement (Innopet Brands Corp), Registration Rights Agreement (Innopet Brands Corp), Registration Rights Agreement (Micro Media Solutions Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 18 contracts

Samples: Registration Rights Agreement (Oncor Electric Delivery Co LLC), Registration Rights Agreement (Oncor Electric Delivery Co LLC), Registration Rights Agreement (Oncor Electric Delivery Co LLC)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 17 contracts

Samples: Registration Rights Agreement (Blackstone Secured Lending Fund), Registration Rights Agreement (Blackstone Secured Lending Fund), Registration Rights Agreement (Blackstone Private Credit Fund)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 16 contracts

Samples: Registration Rights Agreement (Griffon Corp), Registration Rights Agreement (HomeStreet, Inc.), Registration Rights Agreement (Trisyn Group, Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up lockup letters and other documents required under the terms of such underwriting arrangements.

Appears in 12 contracts

Samples: Registration Rights Agreement (Allied Holdings Inc), Registration Rights Agreement (Greenpoint Financial Corp), Registration Rights Agreement (Hollywood Entertainment Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder under this Agreement unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder under this Agreement to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorneyattorneys, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 11 contracts

Samples: Registration Rights Agreement (Appalachian Realty Co), Registration Rights Agreement (Standard Pacific Corp /De/), Registration Rights Agreement (Seven Seas Steamship Co Nv)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Entitled 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 11 contracts

Samples: Registration Rights Agreement (Mercer International Inc.), Registration Rights Agreement (Mercer International Inc.), Registration Rights Agreement (Mercer International Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 11 contracts

Samples: Registration Rights Agreement (Ellington Financial LLC), Registration Rights Agreement (Sba Communications Corp), Registration Rights Agreement (American Renal Associates Holdings, Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such the Holder (a) agrees to sell such Holder’s Transfer Restricted his or its Registrable Securities on the basis provided in any the applicable underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents in customary form as reasonably required under the terms of such underwriting arrangements.

Appears in 11 contracts

Samples: Registration Rights Agreement (Health Care Property Investors Inc), Registration Rights Agreement (Hcp, Inc.), Registration Rights Agreement (Health Care Property Investors Inc)

Participation in Underwritten Registrations. No Holder may ------------------------------------------- participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 11 contracts

Samples: Registration Rights Agreement (Texas Utilities Co /Tx/), Registration Rights Agreement (DPL Inc), Registration Rights Agreement (Bank of Boston Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder underwritten registration with respect to the Registrable Securities unless such Holder (a) agrees to sell such 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangementsagreements.

Appears in 8 contracts

Samples: Registration Rights Agreement (Grant Ventures Inc), Registration Rights Agreement (SignPath Pharma, Inc.), Registration Rights Agreement (SignPath Pharma, Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 8 contracts

Samples: Registration Rights Agreement (Allbritton Communications Co), Registration Rights Agreement (Greyhound Lines Inc), Registration Rights Agreement (Allbritton Communications Co)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder Xxxxxx (a) agrees to sell such Holder’s Xxxxxx'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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 8 contracts

Samples: Registration Rights Agreement (Ames True Temper, Inc.), Registration Rights Agreement (Ames True Temper, Inc.), Execution Copy (Sf Holdings Group Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities securities on the basis provided in any underwriting arrangements approved by the Persons Holders entitled hereunder to approve such arrangements arrangements, and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 6 contracts

Samples: Form of Registration Rights Agreement (Dgse Companies Inc), Registration Rights Agreement (Digifonica International Corp), Option Grant Agreement (Dgse Companies Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted its 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 6 contracts

Samples: Merger Agreement (Emarketplace Inc), Subscription Agreement (Velocity Asset Management Inc), Stock Purchase Agreement (Natural Health Trends Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Transfer Restricted Securities 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 6 contracts

Samples: Registration Rights Agreement (Blackstone Private Credit Fund), Registration Rights Agreement (Barings BDC, Inc.), Registration Rights Agreement (Blackstone Private Credit Fund)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s '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 the related underwriting agreement and all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 6 contracts

Samples: Registration Rights Agreement (Primedia Inc), Registration Rights Agreement (About, Inc.), Registration Rights Agreement (K Iii Communications Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Transfer Restricted Securities 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 6 contracts

Samples: Registration Rights Agreement (Blue Owl Capital Corp II), Registration Rights Agreement (Blue Owl Credit Income Corp.), Registration Rights Agreement (Blue Owl Credit Income Corp.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities or Broker-Dealer Transfer Restricted Securities, as applicable, on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements 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.

Appears in 6 contracts

Samples: Registration Rights Agreement (Microdyne Corp), Registration Rights Agreement (L 3 Communications Holdings Inc), Stockholders Agreement (Southern California Microwave Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder under this Agreement unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any customary underwriting arrangements approved by the Persons entitled hereunder under this Agreement to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorneyattorneys, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 6 contracts

Samples: Registration Rights Agreement (Leitesol Industry & Commerce Inc.), Registration Rights Agreement (Mastellone Brothers Inc), Registration Rights Agreement (Linden Oaks Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 5 contracts

Samples: Registration Rights Agreement (Zimmerman Sign Co), Restructuring Agreement (Tatham Offshore Inc), Restructuring Agreement (Deeptech International Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 5 contracts

Samples: Registration Rights Agreement (Owl Rock Core Income Corp.), Registration Rights Agreement (Owl Rock Core Income Corp.), Registration Rights Agreement (Owl Rock Core Income Corp.)

Participation in Underwritten Registrations. No Holder may participate ------------------------------------------- in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer 's 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 5 contracts

Samples: Registration Rights Agreement (Senesco Technologies Inc), Registration Rights Agreement (Nava Leisure Usa Inc), Registration Rights Agreement (Senesco Technologies Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up lockup letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 5 contracts

Samples: Registration Rights Agreement (Primus Telecommunications Group Inc), Registration Rights Agreement (Primus Telecommunications Group Inc), Registration Rights Agreement (Primus Telecommunications Group Inc)

Participation in Underwritten Registrations. No The Holder may not participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer 's 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 5 contracts

Samples: Registration Rights Agreement (Compost America Holding Co Inc), Registration Rights Agreement (Compost America Holding Co Inc), Registration Rights Agreement (Compost America Holding Co Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer 's 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 5 contracts

Samples: Registration Rights Agreement (Florida Gaming Corp), Registration Rights Agreement (Interiors Inc), Registration Rights Agreement (Commodore Applied Technologies Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Initial 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 5 contracts

Samples: Registration Rights Agreement (Hay River Partnership), Registration Rights Agreement (Laredo Petroleum Holdings, Inc.), Registration Rights Agreement (Laredo Petroleum - Dallas, Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons Person entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, custody agreements, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangementsarrangements and this Agreement.

Appears in 4 contracts

Samples: Stockholders Agreement (C&J Energy Services, Inc.), Stockholders Agreement (Complete Production Services, Inc.), Stockholders Agreement (Forum Oilfield Technologies Inc)

Participation in Underwritten Registrations. No Holder Initial Purchaser may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 4 contracts

Samples: Registration Rights Agreement (Six Flags Inc), Registration Rights Agreement (Six Flags Inc), Registration Rights Agreement (Six Flags Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 's Registrable Securities on the basis provided in any customary underwriting arrangements approved by the Persons entitled hereunder to approve Holders of a majority in aggregate principal amount of the Registrable Securities included in such arrangements offering and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of in connection with such underwriting arrangements.

Appears in 4 contracts

Samples: Registration Rights Agreement (Nortek Inc), Registration Rights Agreement (Nortek Inc), Registration Rights Agreement (Nortek Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration registration hereunder which is underwritten unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities securities on the basis provided in any underwriting arrangements approved by the Persons Person(s) entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents required under the terms of such underwriting arrangements.

Appears in 4 contracts

Samples: Stockholders’ Agreement (Samsonite Corp/Fl), Stockholders’ Agreement (Acof Management Lp), Equityholders Agreement (Station Casinos LLC)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved provided by the Persons entitled hereunder to approve such arrangements 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.

Appears in 4 contracts

Samples: Registration Rights Agreement (Value Partners LTD /Tx/), Registration Rights Agreement (Altiva Financial Corp), Registration Rights Agreement (Mego Mortgage Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (Hanger Orthopedic Group Inc), Registration Rights Agreement (Hanger Orthopedic Group Inc), Avago Technologies Manufacturing (Singapore) Pte. Ltd.

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents customarily required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (Casella Waste Systems Inc), Registration Rights Agreement (Casella Waste Systems Inc), Registration Rights Agreement (Casella Waste Systems Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (GFI Group Inc.), Registration Rights Agreement (GFI Group Inc.), Registration Rights Agreement (GFI Group Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Transfer Restricted Securities 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (HPS Corporate Lending Fund), Registration Rights Agreement (Oaktree Strategic Credit Fund), Registration Rights Agreement (Apollo Debt Solutions BDC)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 's Registrable Securities on the basis provided in any customary underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of in connection with such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (Ico Inc), Registration Rights Agreement (Synthetic Industries Inc), Registration Rights Agreement (Telehub Communications Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements terms hereof 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.

Appears in 3 contracts

Samples: Registration Rights Agreement (American Seafoods Inc), Registration Rights Agreement (Stewart Enterprises Inc), Registration Rights Agreement (Klingel Carpenter Mortuary Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder under Section 11 hereof to approve such arrangements 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.

Appears in 3 contracts

Samples: Registration Rights Agreement (Ap Eagle Finance Corp), Registration Rights Agreement (Ugi Utilities Inc), Registration Rights Agreement (Amerigas Partners Lp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements provided for herein and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (Trenwick Capital Trust I), Registration Rights Agreement (Orion Capital Trust I), Registration Rights Agreement (Orion Capital Trust Ii)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities or Registrable Shares on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up lockup letters and other documents required under the terms of such underwriting arrangements.

Appears in 3 contracts

Samples: Registration Rights Agreement (Cybernet Internet Services International Inc), Registration Rights Agreement (Cybernet Internet Services International Inc), Registration Rights Agreement (Cybernet Internet Services International Inc)

Participation in Underwritten Registrations. No Holder Holders may not participate in any Underwritten Registration underwritten public offering hereunder unless such Holder they (a) agrees agree to sell such Holder’s Transfer Restricted Securities their securities on the basis provided in any the registration statement relating to such public offering and in the underwriting arrangements approved reasonably agreed to by the Persons entitled hereunder to approve Company and any underwriter for such arrangements public offering, and (b) completes complete and executes execute all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters custodian agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Thomas Properties Group Inc), Registration Rights Agreement (Thomas Properties Group Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Cgi Inc), Registration Rights Agreement (Owens-Illinois Healthcare Packaging Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any customary underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements entered in connection herewith 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. In no event, without the Company's prior written consent, shall the number of such Underwritten Registrations exceed two.

Appears in 2 contracts

Samples: Registration Rights Agreement (Winston Furniture Co of Alabama Inc), Registration Rights Agreement (Winsloew Furniture Inc)

Participation in Underwritten Registrations. No Holder may participate in any an Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Genesis Healthcare Corp), Registration Rights Agreement (Neighborcare Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration registration hereunder which is underwritten unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements Company and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Executive Stockholders Agreement (Ontario Teachers Pension Plan Board), Executive Stockholders Agreement (Samsonite Corp/Fl)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder under this Agreement unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder under this Agreement to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorneyattorneys, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (United Refining Co), Registration Rights Agreement (Independent Gasoline & Oil Co of Rochester)

Participation in Underwritten Registrations. No A Holder may not participate in any Underwritten Registration underwritten Registrations hereunder unless such the Holder (a) agrees to sell such the Holder’s Transfer Restricted '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangementsCompany.

Appears in 2 contracts

Samples: Security Agreement (Hunt William O), Security Agreement (Internet America Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 's Registrable Securities on the basis provided in any underwriting arrangements approved by the underwriters and other Persons entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Howmet International Inc), Registration Rights Agreement (Howmet International Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration with respect to any Notes hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements arrangements, 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.

Appears in 2 contracts

Samples: Senior Subordinated Note Purchase Agreement (Transtechnology Corp), Registration Rights Agreement (Transtechnology Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons Person entitled hereunder to approve such arrangements arrangements, and (b) completes and executes all reasonable questionnaires, powers of attorney, custody agreements, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangementsarrangements and this Agreement.

Appears in 2 contracts

Samples: Stockholders Agreement (Christina Bank & Trust Co), Stockholders Agreement (TNPC Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Transfer Restricted its Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements Company, and (bii) accurately completes timely. manner and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Stockholders Agreement (Freerealtime Com Inc), Stockholders Agreement (Freerealtime Com Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder Hxxxxx (a) agrees to sell such Holder’s Transfer Hxxxxx's 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Environmental Remediation Holding Corp), Registration Rights Agreement (Environmental Remediation Holding Corp)

Participation in Underwritten Registrations. No Holder of Registrable Securities may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Registrable 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters escrow agreements and other documents reasonably required under the terms of such underwriting arrangementsarrangements and consistent with the provisions of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Ubiquity, Inc.), Registration Rights Agreement (Ubiquity, Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements terms hereof 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.

Appears in 2 contracts

Samples: Registration Rights Agreement (ASG Finance, Inc.), Registration Rights Agreement (Stewart Enterprises Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Holders' 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Midstates Petroleum Co LLC), Registration Rights Agreement (Midstates Petroleum Co LLC)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Transfer Restricted its Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements Company, and (bii) accurately completes in a timely manner and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents customarily required under the terms of such underwriting arrangements; provided that no Holder shall be required to make any representations, warranties or indemnities that are not customarily made by selling stockholders.

Appears in 2 contracts

Samples: Stockholders Agreement (Leapfrog Enterprises Inc), Stockholders Agreement (Leapfrog Enterprises Inc)

Participation in Underwritten Registrations. No ------------------------------------------- Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Kaiser Aluminum Corp), Registration Rights Agreement (Imperial Capital Trust I)

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Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder under Section 11 hereof to approve such arrangements 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.

Appears in 2 contracts

Samples: Purchase Agreement (Amerigas Eagle Finance Corp), Registration Rights Agreement (Amerigas Eagle Finance Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any a customary underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements agreement entered into in connection herewith 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.

Appears in 2 contracts

Samples: Registration Rights Agreement (Rayovac Corp), Registration Rights Agreement (Rayovac Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (FTT Holdings, Inc.), Registration Rights Agreement (Anvilire)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Notes Registration Rights Agreement (Paging Network Do Brazil Sa), Registration Rights Agreement (Mirant Americas Generating Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements. Notwithstanding anything to the contrary herein, the Company shall not be required to undertake more than one Underwritten Offering hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Mark Iv Industries Inc), Registration Rights Agreement (Mark Iv Industries Inc)

Participation in Underwritten Registrations. No A Holder may not participate in any Underwritten Registration underwritten Registrations hereunder unless such the Holder (a) agrees to sell such the Holder’s Transfer Restricted '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.Company. 4.4

Appears in 2 contracts

Samples: Registration Rights Agreement (Hunt William O), Registration Rights Agreement (Internet America Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) such Holder 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, including such Xxxxxx’s consent to inclusion of such Holder in the Prospectus as a selling security holder.

Appears in 2 contracts

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

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required by the Company and the underwriters or under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Gateway Trade Center Inc.), Registration Rights Agreement (New Enterprise Stone & Lime Co., Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 's securities on the terms of and on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements Company and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnitiescustody agreements, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Dril-Quip Inc), Registration Rights Agreement (Hydril Co)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s Transfer Restricted its Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements Company, and (bii) accurately completes in a timely manner and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents customarily required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Stockholders Agreement (K12 Inc), Stockholders Agreement (Freerealtime Com Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registered offering contemplated hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities its 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms hereof and of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Fort James Corp), Registration Rights Agreement (James River Corp of Virginia)

Participation in Underwritten Registrations. No Holder of Registrable securities may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 's securities on the basis provided in and in compliance with any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes complete and executes all reasonable questionnaires, appropriate and limited powers of attorney, escrow agreements, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Common Stock Registration Rights Agreement (Westinghouse Air Brake Co /De/), Common Stock Registration Rights Agreement (American Industrial Partners Capital Fund Ii L P)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s '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 reasonable questionnairesquestionairres, powers of attorney, indemnities, underwriting agreements, lock-up letters letters, custody agreements and other documents required under the terms of such underwriting arrangementsagreements.

Appears in 2 contracts

Samples: Note Registration Rights Agreement (Aladdin Gaming Enterprises Inc), Note Registration Rights Agreement (Aladdin Gaming Enterprises Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten Registrations hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 's Registrable Securities on the basis provided in any underwriting arrangements reasonably approved by the Persons entitled hereunder to approve such arrangements 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 arrangementsCompany.

Appears in 2 contracts

Samples: Registration Rights Agreement (Canmax Inc /Wy/), Registration Rights Agreement (Canmax Inc /Wy/)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons Person entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, custody agreements, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangementsarrangements and this Registration Rights Agreement.

Appears in 2 contracts

Samples: Stockholders Agreement (Forum Energy Technologies, Inc.), Stockholders Agreement (Nine Energy Service, Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder underwritten registration unless such Holder (ai) agrees to sell such Holder’s Transfer Restricted Securities securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder under this Agreement to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Intrepid Potash, Inc.), Registration Rights Agreement (Intrepid Potash, Inc.)

Participation in Underwritten Registrations. No Holder may ------------------------------------------- participate in any Underwritten underwritten Shelf Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 's Notes or New Notes, as the case may be, on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements Company and the Majority Holders 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.

Appears in 2 contracts

Samples: Gorges Quik to Fix Foods Inc, Gorges Quik to Fix Foods Inc

Participation in Underwritten Registrations. No Holder may ------------------------------------------- participate in any Underwritten underwritten Shelf Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements Issuer and the Majority Holders 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.

Appears in 2 contracts

Samples: Registration Rights Agreement (Krystal Company), Registration Rights Agreement (Krystal Company)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration registration hereunder which is underwritten unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities securities on the basis provided in any customary underwriting arrangements approved by the Persons Person(s) entitled hereunder to approve such arrangements and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Red Rock Resorts, Inc.), Limited Liability Company Agreement (Red Rock Resorts, Inc.)

Participation in Underwritten Registrations. No The Holder may not participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities its Registrable Common Stock 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Banner Aerospace Inc), Registration Rights Agreement (Fairchild Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder Xxxxxx (a) agrees to sell such HolderXxxxxx’s Transfer Restricted 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Oncor Electric Delivery Co LLC), Registration Rights Agreement (Oncor Electric Delivery Co LLC)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder Hxxxxx (a) agrees to sell such HolderHxxxxx’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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Berry Global Group, Inc.), Registration Rights Agreement (Berry Global Group, Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration Offering hereunder unless such Holder (ai) agrees to sell such Holder’s Transfer Restricted Securities securities on the basis provided in any underwriting arrangements approved by the Company or other Persons entitled hereunder to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents required under the terms of such underwriting arrangementsarrangements or this Agreement.

Appears in 2 contracts

Samples: Stockholder’s and Registration Rights Agreement (Cardinal Health Inc), S and Registration Rights Agreement (CareFusion Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 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 reasonable and customary questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Avenue NJ Entertainment, LLC), Registration Rights Agreement (Trump Entertainment Resorts, Inc.)

Participation in Underwritten Registrations. No The Holder may not participate in any Underwritten Registration registration hereunder which is underwritten unless such the Holder (a) agrees to sell such the Holder’s Transfer Restricted Securities 's securities on the basis provided in any underwriting arrangements approved by the Person or Persons entitled hereunder to approve such arrangements arrangements; and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting standstill or holdback agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.,

Appears in 2 contracts

Samples: Registration Rights Agreement (I2 Technologies Inc), Registration Rights Agreement (Vialink Co)

Participation in Underwritten Registrations. No Holder may participate -------------------------------------------- in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer 's 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Senesco Technologies Inc), Registration Rights Agreement (Senesco Technologies Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-lock- up letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Covad Communications Group Inc), Registration Rights Agreement (First Maryland Capital Ii)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up lockup letters and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Horizon Lines, Inc.), Registration Rights Agreement (Horizon Lines, Inc.)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up lockup letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hubco Inc), Registration Rights Agreement (Hubco Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted '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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (K N Capital Trust One)

Participation in Underwritten Registrations. No Holder of Registrable Securities may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements Company and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters holdback agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Registration Rights Agreement (Transcend Services Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 's Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons Person entitled hereunder to approve such arrangements arrangements, and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangementsarrangements and this Agreement.

Appears in 1 contract

Samples: Stockholders Agreement (Spinnaker Exploration Co)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder under this Agreement unless such Holder (a) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder under this Agreement to approve such arrangements 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.

Appears in 1 contract

Samples: Registration Rights Agreement (Goldendale Aluminum Co)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities securities on the basis provided in any underwriting arrangements approved by the Persons Holders entitled hereunder to approve such arrangements arrangements, and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangements.. FINAL EXECUTION SUBSCRIPTION AGREEMENT

Appears in 1 contract

Samples: Registration Rights Agreement (Digifonica International Corp)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder underwritten registration pursuant to Section 2.3.4 unless such Holder (a) agrees to sell such Holder’s Transfer Restricted 's Securities on the basis provided in any underwriting arrangements approved by the Persons persons entitled hereunder to approve such arrangements arrangements, 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.

Appears in 1 contract

Samples: Registration Rights Agreement (Pacific Aerospace & Electronics Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s '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 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 not be obligated to engage in more than one Underwritten Registration hereunder.

Appears in 1 contract

Samples: Registration Rights Agreement (Simcala Inc)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration underwritten registration hereunder unless such Holder (ai) agrees to sell such Holder’s 's Transfer Restricted Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (bii) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents reasonably required under the terms of such underwriting arrangements.underwriting

Appears in 1 contract

Samples: Registration Rights Agreement (Norske Skog Canada LTD)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration registration hereunder which is underwritten unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 's securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements Company and (b) completes and executes all reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Samples: Executive Stockholders Agreement (Samsonite Corp/Fl)

Participation in Underwritten Registrations. No Holder may participate in any Underwritten Registration hereunder unless such Holder (a) agrees to sell such Holder’s Transfer Restricted Securities 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 reasonable questionnaires, powers of attorney, indemnities, underwriting agreements, lock-up letters and other documents required under the terms of such underwriting arrangements. 11.

Appears in 1 contract

Samples: Registration Rights Agreement (Flagstar Bancorp Inc)

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