Common use of Underwritten Registrations Clause in Contracts

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the Issuer. No Holder of Registrable Notes may participate in any underwritten registration hereunder if such Holder does not (a) agree to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete and execute all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 11 contracts

Sources: Registration Rights Agreement (Energy XXI Texas, LP), Registration Rights Agreement (Sola International Inc), Exchange and Registration Rights Agreement (Entravision Communications Corp)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration Statement are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCompany. No Holder of Registrable Notes may participate in any underwritten registration hereunder if such Holder does not (a) agree to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete and execute all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 7 contracts

Sources: Registration Rights Agreement (Beazer Homes Usa Inc), Registration Rights Agreement (Meritage Corp), Registration Rights Agreement (Schuler Homes Inc)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable consented to by the IssuerIssuers (such consent not to be unreasonably withheld). No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 4 contracts

Sources: Registration Rights Agreement (Intelsat LTD), Registration Rights Agreement (PanAmSat Holding CORP), Registration Rights Agreement (Intelsat LTD)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Majority Holders of a majority in aggregate principal amount such class of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCompany. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 4 contracts

Sources: Registration Rights Agreement (Entertainment Inc), Registration Rights Agreement (Entertainment Inc), Registration Rights Agreement (Entertainment Inc)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount at maturity of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCompany. No Holder of Registrable Notes may participate in any underwritten registration hereunder if such Holder does not (a) agree to sell such Holder's ’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete and execute all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 3 contracts

Sources: Registration Rights Agreement (Norcraft Holdings, L.P.), Registration Rights Agreement (Norcraft Holdings, L.P.), Registration Rights Agreement (Norcraft Capital Corp.)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker banking firm or investment bankers firms that will underwrite the offering and the manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the Issuer. No Holder of Registrable Notes may participate in any underwritten registration offering hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Sources: Registration Rights Agreement (Louisiana Casino Cruises Inc), Registration Rights Agreement (United Industries Corp)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerNote Issuers. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Sources: Exchange and Registration Rights Agreement (Resort Investment LLC), Exchange and Registration Rights Agreement (Resort at Summerlin Inc)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Majority Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably offering, provided such banker or manager is acceptable to the IssuerCompany, acting reasonably. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Sources: Registration Rights Agreement (Convergent Communications Inc /Co), Notes Registration Rights Agreement (Dti Holdings Inc)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerIssuers. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 2 contracts

Sources: Registration Rights Agreement (Morris Material Handling Inc), Registration Rights Agreement (Aoa Capital Corp)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCo-Issuers. No Holder of Registrable Notes may participate in any underwritten registration hereunder if such Holder does not (a) agree to sell such Holder's ’s Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete and execute all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Sources: Registration Rights Agreement (Forbes Energy Services LLC), Registration Rights Agreement (Forbes Energy Services Ltd.)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCompany. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangementsarrangements and consistent with the terms of this Agreement.

Appears in 2 contracts

Sources: Notes Registration Rights Agreement (Coinstar Inc), Notes Registration Rights Agreement (Coinstar Inc)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCompany. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not Holder (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 2 contracts

Sources: Registration Rights Agreement (Big Flower Press Holdings Inc /Pred/), Registration Rights Agreement (Big Flower Holdings Inc/)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate aggre- gate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerIssuers. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Aas Capital Corp)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the Issuer. No Holder of Registrable Notes may participate in any underwritten registration hereunder if such Holder does not (a) agree to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete and execute all questionnaires, powers of attorney, indemnities, underwriting Underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Range Resources Corp)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offeringUnderwritten Offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerIssuers. No Holder of Registrable Notes may participate in any underwritten registration Underwritten Registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Heritage Property Investment Limited Partnership)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall will be reasonably acceptable to the IssuerCompany. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Affinity Group Holding Inc)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount at maturity of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCompany. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Town Sports International Holdings Inc)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount at maturity of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerObligors. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Acme Television LLC)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount at maturity of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCompany. No Holder of Registrable Notes may participate in any underwritten registration hereunder if hereunder, unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Del Monte Foods Co)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerIssuers. No Holder of Registrable Notes may participate in any underwritten registration registation hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Buslease Inc /New/)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount at maturity of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerIssuers. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Acme Intermediate Holdings LLC)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCompany and the Guarantors. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (T Sf Communications Corp)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall be reasonably acceptable to the IssuerCompany. [Notes Registration Rights Agreement] No Holder of Registrable Notes may participate in any underwritten registration registation hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Cellnet Data Systems Inc)

Underwritten Registrations. If any of the Registrable Notes covered by any Shelf Registration are to be sold in an underwritten offering, the investment banker or investment bankers and manager or managers that will manage the offering will be selected by the Holders of a majority in aggregate principal amount of such Registrable Notes included in such offering and shall must be reasonably acceptable to the IssuerIssuers. No Holder of Registrable Notes may participate in any underwritten registration hereunder if unless such Holder does not (a) agree agrees to sell such Holder's Registrable Notes on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) complete completes and execute executes all questionnaires, powers of attorney, indemnities, underwriting agreements agreements, lock-up letters and other documents required under the terms of such underwriting arrangements.

Appears in 1 contract

Sources: Registration Rights Agreement (Aavid Thermal Technologies Inc)