Common use of Underwriting; Due Diligence Clause in Contracts

Underwriting; Due Diligence. (a) If requested by the underwriters for any underwritten offering of Registrable Securities pursuant to a registration requested under this Article 2, the Company shall enter into an underwriting agreement with such underwriters for such offering, which agreement will contain such representations and warranties and covenants by the Company and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions, including indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.5, and agreements as to the provision of opinions of counsel and accountants’ letters to such underwriters to the effect and to the extent provided in Section 2.3(g). The Selling Holders on whose behalf the Registrable Securities are to be distributed by such underwriters shall be parties to any such underwriting agreement. Such underwriting agreement shall also contain such representations and warranties and covenants by such Selling Holders and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions on the part of selling shareholders, including indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.5.

Appears in 2 contracts

Samples: Registration Rights Agreement (Diversa Corp), Asset Sale Agreement (Diversa Corp)

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Underwriting; Due Diligence. (a) If requested by the underwriters for any underwritten offering of Registrable Securities pursuant to a registration requested under this Article 2II, the Company Linens shall enter into an underwriting agreement with such underwriters for such offering, which agreement will contain such representations and warranties and covenants by the Company Linens and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions, including including, without limitation, indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.52.7, and agreements as to the provision of opinions of counsel and accountants' letters to such underwriters to the effect and to the extent provided in Section 2.3(g2.4(e). The Selling Holders on whose behalf the Registrable Securities are to be distributed by such underwriters shall be parties to any such underwriting agreementagreement and the representations and warranties by, and the other agreements on the part of, Linens to and for the benefit of such underwriters, shall also be made to and for the benefit of such Selling Holders. Such underwriting agreement shall also contain such representations and warranties and covenants by such Selling Holders and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions on the part of selling shareholders, including indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.5.and

Appears in 2 contracts

Samples: Stockholder Agreement (Linens N Things Inc), Stockholder Agreement (Linens N Things Inc)

Underwriting; Due Diligence. (a) If requested by the underwriters for any underwritten offering of Registrable Securities pursuant to a registration requested under this Article 2Demand Registration, the Company Issuer shall enter into an underwriting agreement with such underwriters for such offering, which agreement will contain such representations and warranties and covenants by the Company Issuer and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions, including including, without limitation, indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.52.08, subject to such modifications as may reasonably be requested by the lead or managing underwriter for any such underwritten offering, and agreements as to the provision of opinions of counsel and accountants, letters to such underwriters to the effect and to the extent provided in Section 2.3(g2.06(d). The Selling Holders on whose behalf the Registrable Securities are to be distributed by such underwriters shall be parties to any such underwriting agreement. Such underwriting agreement shall also contain such representations and warranties and covenants by such Selling Holders and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions on the part of selling shareholdersdistributions, including including, without limitation, indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.52.08, subject to such modifications as may reasonably be requested by the lead or managing underwriter for any such underwritten offering.

Appears in 1 contract

Samples: Registration Rights Agreement (CVS Corp)

Underwriting; Due Diligence. (a) If requested by the underwriters for any underwritten offering of Registrable Securities pursuant to a registration requested under this Article 2II, the Company eFunds shall enter into an underwriting agreement with such underwriters for such offering, which agreement will contain such representations and warranties and covenants by the Company eFunds and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions, including including, without limitation, indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.52.08 (or such other indemnification and contribution provisions as may be customary that are requested by such underwriter or underwriters), and agreements as to the provision of opinions of counsel and accountants' letters to such underwriters to the effect and to the extent provided in Section 2.3(g2.05(e). The Selling Holders on whose behalf the Registrable Securities are to be distributed by such underwriters shall be parties to any such underwriting agreementagreement and the representations and warranties by, and the other agreements on the part of, eFunds to and for the benefit of such underwriters, shall also be made to and for the benefit of such Selling Holders. Such underwriting agreement shall also contain such representations and warranties and covenants by such Selling Holders and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions on the part of selling shareholdersdistributions, including including, without limitation, indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.52.08.

Appears in 1 contract

Samples: Registration Rights Agreement (Efunds Corp)

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Underwriting; Due Diligence. (a) If requested by the underwriters for any underwritten offering of Registrable Securities pursuant to a registration requested under this Article 2, the Company shall enter into an underwriting agreement with such underwriters for such offering, which agreement will contain such representations and warranties and covenants by the Company and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions, including indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.52.06, and agreements as to the provision of opinions of counsel and accountants’ letters to such underwriters and Selling Holders to the effect and to the extent provided in Section 2.3(g2.04(g). The Selling Holders on whose behalf the Registrable Securities are to be distributed by such underwriters shall be parties to any such underwriting agreementagreement and the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such underwriters, shall also be made to and for the benefit of such Selling Holders. Such underwriting agreement shall also contain such representations and warranties and covenants by such Selling Holders and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions on the part of selling shareholders, including indemnification and contribution provisions substantially to the effect and to the extent provided in Section 2.52.06.

Appears in 1 contract

Samples: Agreement (Diversa Corp)

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