Common use of Demand Registrations Clause in Contracts

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwriters, the Company and each Registrable Securities Holder participating in such registration will enter into an underwriting agreement with the managing underwriter(s), such agreement to be reasonably satisfactory in substance and form to the Company, the Initiating Holders and the underwriters, and, unless consented to by Initiating Holders, to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including indemnities no less favorable to the recipient thereof than those provided in Section 9.14. The Company will cooperate with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering in the negotiation of the underwriting agreement, and the Purchaser will give consideration to the reasonable suggestions of the Company regarding the form thereof. Such Registrable Securities Holders of the Registrable Securities to be distributed by such underwriters will be parties to such underwriting agreement, which underwriting agreement will, unless consented to by the Initiating Holders, (i) contain such representations and warranties by, and the other agreements on the part of, the Company as are customarily made by issuers in underwritten public offerings, (ii) provide that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also will be conditions precedent to the obligations of such Registrable Securities Holders, and (iii) contain such representations and warranties by, and the other agreements on the part of, the Registrable Securities Holders as are customarily made by selling stockholders in underwritten public offerings.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any Underwritten Public Offering, pursuant to a Registration or sale under Section 3.1 or Section 3.2, the Company and each Registrable Securities Holder participating in such registration will shall enter into an underwriting agreement with the managing underwriter(s)such underwriters, such agreement to be reasonably satisfactory in substance and form to each of the Company, the Initiating Holders and the underwriters, and, unless consented to by Initiating Holders, and to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including indemnities no less favorable to the recipient thereof than those provided in Section 9.14. The Company will cooperate with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering shall cooperate with the Company in the negotiation of the underwriting agreement, agreement and the Purchaser will shall give consideration to the reasonable suggestions of the Company regarding the form thereof, and such Holders shall complete and execute all questionnaires, powers of attorney and other documents reasonably requested by the underwriters and required under the terms of such underwriting arrangements. Such Registrable Securities Holders of Any such Holder shall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such Holder, such Holder’s title to the Registrable Securities Securities, such Holder’s intended method of distribution and any other representations to be distributed by such underwriters will be parties to such underwriting agreement, which underwriting agreement will, unless consented to made by the Initiating Holders, (i) contain such representations and warranties byHolder as are generally prevailing in agreements of that type, and the other agreements on the part of, the Company as are customarily made by issuers in underwritten public offerings, (ii) provide that any or all aggregate amount of the conditions precedent to the obligations liability of such underwriters Holder under such underwriting agreement also will be conditions precedent to shall not exceed such Holder’s proceeds from the obligations sale of such its Registrable Securities Holdersin the offering, net of underwriting discounts and (iii) contain such representations and warranties by, and the other agreements on the part of, the Registrable Securities Holders as are customarily made by selling stockholders in underwritten public offeringscommissions but before expenses.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any Underwritten Offering requested by holders of Registrable Securities pursuant to a Registration under Section 2.1, the Company and each Registrable Securities Holder participating in such registration will shall enter into an underwriting agreement with the managing underwriter(s)such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company, holders of a majority of the Initiating Holders Registrable Securities to be included in such underwriting, and the underwriters, and, unless consented to by Initiating Holders, and to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 9.142.8. The Company will cooperate with the Registrable Securities Holders holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering will cooperate with the Company in the negotiation of the underwriting agreement, agreement and the Purchaser will give consideration to the reasonable suggestions of the Company regarding the form thereof. Such Registrable Securities Holders holders of the Registrable Securities to be distributed by such underwriters will shall be parties to such underwriting agreementagreement and may, which underwriting agreement willat their option, unless consented to by require that any or all of the Initiating Holders, (i) contain such representations and warranties by, and the other agreements on the part of, the Company as are customarily to and for the benefit of such underwriters shall also be made by issuers in underwritten public offerings, (ii) provide to and for the benefit of such holders of Registrable Securities and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also will be conditions precedent to the obligations of such holders of Registrable Securities. Any such holder of Registrable Securities Holdersshall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such holder, such holder's Registrable Securities, such holder's intended method of distribution and (iii) contain such any other representations and warranties by, and the other agreements on the part of, the Registrable Securities Holders as are customarily made required by selling stockholders in underwritten public offeringslaw.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any Underwritten Offering requested by any Participating Holder pursuant to a Registration under Section 2.01, the Company and each Registrable Securities Holder participating in such registration will shall enter into an underwriting agreement with the managing underwriter(s)such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company, the Initiating Holders each Participating Holder and the underwriters, and, unless consented to by Initiating Holders, and to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including indemnities no less favorable to the recipient thereof than those provided in Section 9.142.09. The Company will Each Participating Holder shall cooperate reasonably with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering Company in the negotiation of the such underwriting agreement, agreement and the Purchaser will shall give consideration to the reasonable suggestions of the Company regarding the form thereof. Such Registrable Securities Holders of the Registrable Securities Any such Participating Holder shall be required to be distributed by such underwriters will be parties to such underwriting agreement, which underwriting agreement will, unless consented to by the Initiating Holders, (i) contain such make representations and or warranties byto, and the other agreements on the part ofwith, the Company as are customarily made by issuers and the underwriters in underwritten public offerings, (ii) provide that any or all of the conditions precedent to the obligations of such underwriters under connection with such underwriting agreement also will be conditions precedent to the obligations of such Registrable Securities Holders, and (iii) contain such representations and warranties by, and the other agreements on the part of, the Registrable Securities Holders as are customarily made by selling stockholders in secondary underwritten public offerings, including representations, warranties or agreements regarding such Participating Holder (but not such Participating Holder’s knowledge about the Company), such Participating Holder’s title to the Registrable Securities, such Participating Holder’s authority to sell the Registrable Securities, such Participating Holder’s intended method of distribution, absence of liens with respect to the Registrable Securities, receipt of all required consents and approvals with respect to the entry into such underwriting agreement and the sale of such Registrable Securities and any other representations required to be made by such Participating Holder under applicable law, rule or regulation, and the aggregate amount of the liability of such Participating Holder in connection with such underwriting agreement shall not exceed such Participating Holder’s net proceeds after underwriting commissions and discounts (but before any taxes and expenses which may be payable by such Participating Holder) from such Underwritten Offering.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any Underwritten Offering requested by Holders of Registrable Securities pursuant to a Demand Registration under Section 5.1 or 5.2, the Company and each Registrable Securities Holder participating in such registration will shall enter into an underwriting agreement with the managing underwriter(s)such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the CompanyHolders of a majority of the Registrable Securities to be included in such underwriting, the Initiating Holders and the underwriters, and, unless consented to by Initiating Holders, to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including indemnities no less favorable to the recipient thereof than those provided in Section 9.145.3. The Company will cooperate with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering shall cooperate with the Company in the negotiation of the underwriting agreement, agreement and the Purchaser will shall give consideration to the reasonable suggestions of the Company regarding the form thereof. Such Registrable Securities Holders of the Registrable Securities to be distributed by such underwriters will shall be parties to such underwriting agreement, which underwriting agreement will, unless consented to by the Initiating Holders, shall (i) contain such representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such Holders of Registrable Securities as are customarily made by issuers to selling stockholders in secondary underwritten public offerings, offerings and (ii) provide that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also will shall be conditions precedent to the obligations of such Holders of Registrable Securities. Any such Holder of Registrable Securities Holdersshall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such Holder, such Holder’s title to the Registrable Securities, such Holder’s intended method of distribution and (iii) contain such any other representations and warranties byrequired to be made by the Holder under applicable law, and the other agreements on aggregate amount of the part ofliability of such Holder shall not exceed such Holder’s net proceeds from such Underwritten Offering and with respect to liability for information, shall be limited to information provided by such Holder in writing for use in the Registrable Securities Holders as are customarily made by selling stockholders in underwritten public offeringsrelated Prospectus and Registration Statement.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any Underwritten Offering requested by Holders of Registrable Securities pursuant to Section 2.1, the Company and each Registrable Securities Holder participating in such registration will shall enter into an underwriting agreement with the managing underwriter(s)such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company, the Initiating Holders Investor Shareholder(s) requesting such Demand Registration or Underwritten Shelf Takedown and the underwriters, and, unless consented to by Initiating Holders, and to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including indemnities no less favorable to the recipient thereof than those provided in Section 9.14Article VI. The Company will cooperate with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering shall cooperate with the Company in the negotiation of the such underwriting agreement, and the Purchaser will give consideration to the reasonable suggestions of the Company regarding the form thereof. Such Registrable Securities Holders of the Registrable Securities to be distributed by such underwriters will shall be parties to such underwriting agreement, which underwriting agreement will, unless consented to by the Initiating Holders, shall (ia) contain such representations and warranties byby such Holders of Registrable Securities and such other terms as are generally prevailing in agreements of that type, including indemnities, and the other agreements on the part ofaggregate amount of liability of any Holder shall not exceed such Holder’s net proceeds from such Underwritten Offering, the Company as are customarily made by issuers in underwritten public offerings, and (iib) provide that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also will shall be conditions precedent to the obligations of such Holders of Registrable Securities Holders, and (iii) contain such representations and warranties by, and the other agreements on the part of, the Registrable Securities Holders as are customarily made by selling stockholders in underwritten public offeringsSecurities.

Demand Registrations. For In connection with any Underwritten Offering Demand Registration by the holders of Registrable Securities pursuant to Section 9.1 above5.1(a), a majority in interest of the Initiating Holders will have the right to Company shall select the managing underwriter(sinvestment banker(s) or underwriters to and manager(s) that will administer such the offering (but the "Underwriters") which such Underwriter shall be a first or second tier underwriter and shall be subject to the Company’s reasonable approval). If requested approval by the underwriters, holders of a majority of the Company and each Registrable Securities Holder participating to be included in such registration Demand Registration (after consultation with each holder of Registrable Securities) which shall not be unreasonably withheld. The Company will enter into an underwriting agreement with the managing underwriter(s)such Underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Companyholders of a majority of the Registrable Securities to be included in such Demand Registration, the Initiating Holders and the underwriters, and, unless consented to by Initiating Holders, Underwriters and to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that such type, including including, without limitation, indemnities no less favorable to the recipient thereof than those effect and to the extent provided in Section 9.145.6. The Company will cooperate with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering Investor Counsel may, at its option, participate in the negotiation of the underwriting agreement, and the Purchaser will give consideration to the reasonable suggestions . The holders of the Company regarding the form thereof. Such such Registrable Securities Holders of the Registrable Securities to shall be distributed by such underwriters will be parties a party to such underwriting agreementagreement and may, which underwriting agreement willat their option, unless consented to by require that any or all of the Initiating Holders, (i) contain such representations and warranties by, and the other agreements on the part of, the Company as are customarily to and for the benefit of such Underwriters shall also be made by issuers in underwritten public offerings, (ii) provide to and for the benefit of the holders of such Registrable Securities and that any or all of the conditions precedent to the obligations of such underwriters Underwriters under such underwriting agreement also will be conditions precedent to the obligations of the holders of such Registrable Securities. Any holder of such Registrable Securities Holdersshall not be required to make any representations or warranties to or agreements with the Company or the Underwriters other than representations, and (iii) contain warranties or agreements regarding such representations and warranties byholder, and the other agreements on the part of, the such holder's Registrable Securities Holders as are customarily made and such holder's intended method of distribution and any other representation required by selling stockholders in underwritten public offeringsLaw.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any Underwritten Offering requested by Holders of Registrable Securities pursuant to a Demand Registration under Section 5.1, the Company and each Registrable Securities Holder participating in such registration will shall enter into an underwriting agreement with the managing underwriter(s)such underwriters for such offering, such agreement to be in substance, form and otherwise reasonably satisfactory in substance and form to the CompanyHolders of a majority of the Registrable Securities to be included in such underwriting, the Initiating Holders and the underwriters, and, unless consented to by Initiating Holders, to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including indemnities no less favorable to the recipient thereof than those provided in Section 9.145.6. The Company will cooperate with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering shall cooperate with the Company in the negotiation of the underwriting agreement, agreement and the Purchaser will shall give consideration to the reasonable suggestions of the Company regarding the form thereof. Such Registrable Securities Holders of the Registrable Securities to be distributed by such underwriters will shall be parties to such underwriting agreement, which underwriting agreement will, unless consented to by the Initiating Holders, shall (i) contain such representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such Holders of Registrable Securities as are customarily made by issuers to selling stockholders in secondary underwritten public offerings, offerings and (ii) provide that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also will shall be conditions precedent to the obligations of such Holders of Registrable Securities Holders, and (iii) contain such representations and warranties by, and the other agreements on the part of, the Registrable Securities Holders as are customarily made by selling stockholders in underwritten public offeringsSecurities.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any Underwritten Offering requested by Holders of Registrable Securities pursuant to a Demand Registration under Section 5.1 or 5.2, the Company and each Registrable Securities Holder participating in such registration will shall enter into an underwriting agreement with the managing underwriter(s)such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the CompanyHolders of a majority of the Registrable Securities to be included in such underwriting, the Initiating Holders and the underwriters, and, unless consented to by Initiating Holders, to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including indemnities no less favorable to the recipient thereof than those provided in Section 9.145.3. The Company will cooperate with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering shall cooperate with the Company in the negotiation of the underwriting agreement, agreement and the Purchaser will shall give consideration to the reasonable suggestions of the Company regarding the form thereof. Such Registrable Securities Holders of the Registrable Securities to be distributed by such underwriters will shall be parties to such underwriting agreement, which underwriting agreement will, unless consented to by the Initiating Holders, shall (i) contain such representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such Holders of Registrable Securities as are customarily made by issuers to selling stockholders in secondary underwritten public offerings, offerings and (ii) provide that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also will shall be conditions precedent to the obligations of such Holders of Registrable Securities. Any such Holder of Registrable Securities Holdersshall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such Holder, such Xxxxxx’s title to the Registrable Securities, such Xxxxxx’s intended method of distribution and (iii) contain such any other representations and warranties byrequired to be made by the Holder under applicable law, and the other agreements on aggregate amount of the part ofliability of such Holder shall not exceed such Holder’s net proceeds from such Underwritten Offering and with respect to liability for information, shall be limited to information provided by such Holder in writing for use in the Registrable Securities Holders as are customarily made by selling stockholders in underwritten public offeringsrelated Prospectus and Registration Statement.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any Underwritten Offering requested by any Participating Holder pursuant to a Registration under Section 2.01, the Company and each Registrable Securities Holder participating in such registration will shall enter into an underwriting agreement with the managing underwriter(s)such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the Company, the Initiating Holders each Participating Holder and the underwriters, and, unless consented to by Initiating Holders, and to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including indemnities no less favorable to the recipient thereof than those provided in Section 9.14customary indemnities. The Company will Each Participating Holder shall cooperate reasonably with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering Company in the negotiation of the such underwriting agreement, agreement and the Purchaser will shall give consideration to the reasonable suggestions of the Company regarding the form thereof. Such Registrable Securities Holders of the Registrable Securities Any such Participating Holder shall be required to be distributed by such underwriters will be parties to such underwriting agreement, which underwriting agreement will, unless consented to by the Initiating Holders, (i) contain such make representations and or warranties byto, and the other agreements on the part ofwith, the Company as are customarily made by issuers and the underwriters in underwritten public offerings, (ii) provide that any or all of the conditions precedent to the obligations of such underwriters under connection with such underwriting agreement also will be conditions precedent to the obligations of such Registrable Securities Holders, and (iii) contain such representations and warranties by, and the other agreements on the part of, the Registrable Securities Holders as are customarily made by selling stockholders in secondary underwritten public offerings, including representations, warranties or agreements regarding such Participating Holder (but not such Participating Holder’s knowledge about the Company), such Participating Holder’s title to the Registrable Securities, such Participating Holder’s authority to sell the Registrable Securities, such Participating Holder’s intended method of distribution, absence of liens with respect to the Registrable Securities, receipt of all required consents and approvals with respect to the entry into such underwriting agreement and the sale of such Registrable Securities and any other representations required to be made by such Participating Holder under applicable law, rule or regulation, and the aggregate amount of the liability of such Participating Holder in connection with such underwriting agreement shall not exceed such Participating Holder’s net proceeds after underwriting commissions and discounts (but before any taxes and expenses which may be payable by such Participating Holder) from such Underwritten Offering.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any Underwritten Offering requested by Holders of Registrable Securities pursuant to a Demand Registration under Section 5.1 or 5.2, the Company and each Registrable Securities Holder participating in such registration will shall enter into an underwriting agreement with the managing underwriter(s)such underwriters for such offering, such agreement to be reasonably satisfactory in substance and form to the CompanyHolders of a majority of the Registrable Securities to be included in such underwriting, the Initiating Holders and the underwriters, and, unless consented to by Initiating Holders, to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including indemnities no less favorable to the recipient thereof than those provided in Section 9.145.3. The Company will cooperate with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering shall cooperate with the Company in the negotiation of the underwriting agreement, agreement and the Purchaser will shall give consideration to the reasonable suggestions of the Company regarding the form thereof. Such Registrable Securities Holders of the Registrable Securities to be distributed by such underwriters will shall be parties to such underwriting agreement, which underwriting agreement will, unless consented to by the Initiating Holders, shall (i) contain such representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such Holders of Registrable Securities as are customarily made by issuers to selling stockholders in secondary underwritten public offerings, offerings and (ii) provide that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also will shall be conditions precedent to the obligations of such Holders of Registrable Securities. Any such Holder of Registrable Securities Holdersshall not be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements regarding such Holder, such Holder’s title to the Registrable Securities, such Holder’s intended method of distribution and (iii) contain such any other representations and warranties byrequired to be made by the Holder under applicable law, and the other agreements on aggregate amount of the part of, the Registrable Securities Holders as are customarily made by selling stockholders in underwritten public offeringsliability of such Holder shall not exceed such Holder’s net proceeds from such Underwritten Offering.

Demand Registrations. For any Underwritten Offering pursuant to Section 9.1 above, a majority in interest of the Initiating Holders will have the right to select the managing underwriter(s) or underwriters to administer such offering (but subject to the Company’s reasonable approval). If requested by the underwritersunderwriters for any underwritten offering by a Demanding Shareholder pursuant to a Registration requested under Section 2.1, the Company and each Registrable Securities Holder participating in such registration will enter into an underwriting agreement with the managing underwriter(s)such underwriters for such offering, such agreement to be in the form reasonably satisfactory in substance and form to required by the Company, the Initiating Holders underwriters and the underwriters, and, unless consented to by Initiating Holders, Demanding Shareholder and to contain such representations and warranties by the Company and such other terms as are generally prevailing in agreements of that type, including without limitation indemnities no less favorable to the recipient thereof than those effect and to the extent provided in Section 9.142.8 hereof. The Company Demanding Shareholder will cooperate with the Registrable Securities Holders of the Registrable Securities proposed to be distributed by such underwriters in any such Underwritten Offering Company in the negotiation of the underwriting agreement, agreement and the Purchaser will give consideration to the reasonable suggestions suggestion of the Company regarding the form thereof. Such Registrable Securities Holders of the Registrable Securities to be distributed by such underwriters will The Participating Shareholders shall be parties to 15 16 such underwriting agreementagreement and may, which underwriting agreement willat their option, unless consented to by require that any or all of the Initiating Holders, (i) contain such representations and warranties by, and the other agreements on the part of, the Company as are customarily to and for the benefit of such underwriters shall also be made by issuers in underwritten public offerings, (ii) provide to and for the benefit of the Participating Shareholders and that any or all of the conditions precedent to the obligations of such underwriters under such underwriting agreement also will be conditions precedent to the obligations of the Participating Shareholders. No Participating Shareholder shall be required to make any representations or warranties to or agreements with the Company or the underwriters other than representations, warranties or agreements relating to such Participating Shareholder, information provided by such Shareholder, its Registrable Securities Holders, and (iii) contain such representations and warranties by, and the other agreements on the part of, the Registrable Securities Holders as are customarily made by selling stockholders in underwritten public offeringsits intended method of distribution.