Underwritten Shelf Registration Sample Clauses
Underwritten Shelf Registration. If the Holders of thirty percent (30%) of the Registrable Securities to be registered pursuant to the Shelf Registration Statement so elect (the Registrable Securities held thereby, the “Requested Shares”), by written notice to the Company, the offering of such Registrable Securities pursuant to such Shelf Registration Statement shall be in the form of an underwritten offering; and provided, further, that the Company shall not be obligated to effect, or take any action to effect, an underwritten offering (i) if an IPO has already occurred, (ii) within ninety (90) days following the last date on which an underwritten offering was effected pursuant to this Section 2.1(c) or Section 2.2(a) or during any lock-up period required by the Underwriters in any prior underwritten offering conducted by the Company on its own behalf or on behalf of selling stockholders, or (iii) during the period commencing with the date thirty (30) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date ninety (90) days after the effective date of, a registration statement with respect to an offering by the Company. The Holders of a majority of the Requested Shares shall select the Underwriter or Underwriters to serve as book-running manager or managers in connection with any such offering; provided that such managing Underwriter or Underwriters must be reasonably satisfactory to the Company. The Company may select any additional investment banks and managers to be used in connection with the offering; provided that such additional investment bankers and managers must be reasonably satisfactory to the Holders of a majority of the Requested Shares, as applicable. Each Holder shall have the right to include in such offering up to each of their respective pro rata portion of their respective Registrable Securities in the manner described in Section 2.1(a).
Underwritten Shelf Registration. If the Holders of a majority of shares of the Registrable Securities to be registered pursuant to the Shelf Registration Statement so elect by written notice to the Company, the offering of such Registrable Securities pursuant to such Shelf Registration Statement shall be in the form of an underwritten offering; provided that the Registrable Securities requested to be registered in such underwritten offering (the “Requested Shares”) shall either (i) have a Market Value of at least $20,000,000 on the date of such request or (ii) represent all remaining Registrable Securities held by such Holders. The Holders of a majority of the Requested Shares shall select the Underwriter or Underwriters to serve as book-running manager or managers in connection with any such offering; provided that such managing Underwriter or Underwriters must be reasonably satisfactory to the Company. The Holders of a majority of the Requested Shares may select any additional investment banks and managers to be used in connection with the offering; provided that such additional investment bankers and managers must be reasonably satisfactory to the Company.
Underwritten Shelf Registration. If the Requisite Holders so elect, by written notice to the Company, the offering of such Registrable Securities pursuant to such Shelf Registration Statement shall be in the form of an underwritten offering; provided, that the Company shall not be obligated to effect more than three (3) underwritten offerings under this Section 2.1(c); and provided, further, that the Company shall not be obligated to effect, or take any action to effect, an underwritten offering (i) within ninety (90) days following the last date on which an underwritten offering was effected pursuant to this Section 2.1(c) or Section 2.2(a) or during any lock-up period required by the Underwriters in any prior underwritten offering conducted by the Company on its own behalf, or (ii) during the period commencing with the date thirty (30) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date ninety (90) days after the effective date of, a registration statement with respect to an offering by the Company or its stockholders. The Requisite Holders shall select the Underwriter or Underwriters to serve as book-running manager or managers in connection with any such offering; provided that such managing Underwriter or Underwriters must be reasonably satisfactory to the Company. The Company may select any additional investment banks and managers to be used in connection with the offering; provided that such additional investment bankers and managers must be reasonably satisfactory to the Requisite Holders.
Underwritten Shelf Registration. Shareholders may, at any time, request that ▇▇▇▇▇▇▇ supplement or amend the Shelf Registration to effect an underwritten offering by a Managing Underwriter. ▇▇▇▇▇▇▇ shall provide prompt notice of such request to the Holders of all Registrable Securities, and will as promptly as practicable supplement or amend such Shelf Registration to the extent required to permit the disposition in accordance with such request. ▇▇▇▇▇▇▇ shall enter into an underwriting agreement in customary form used by ▇▇▇▇▇▇▇ with such underwriter or underwriters, reasonably acceptable to Holders of Registrable Securities, which shall include, among other provisions, contribution and indemnities to the effect and to the extent provided in this Article X-A. The Holders of Registrable Securities to be distributed by such underwriters shall be parties to such underwriting agreement. No Holder may participate in such underwritten offering unless such Holder agrees to sell its Registrable Securities on the basis provided in such underwriting agreement and completes and executes all questionnaires, powers of attorney, indemnities and other documents reasonably required under the terms of such underwriting agreement.
Underwritten Shelf Registration