Common use of Underwritten Shelf Registration Clause in Contracts

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.