Common use of Allocation of Securities Included in Registration Statement Clause in Contracts

Allocation of Securities Included in Registration Statement. (a) If any requested registration pursuant to Section 3.1 involves an underwritten offering and the Lead Underwriter shall advise the Company that, in its view, the number of securities requested to be included in such registration (including those securities requested by the Company to be included in such 11 8 registration) exceeds the largest number (the "Section 3.1 Sale Number") that can be sold in an orderly manner in such offering within a price range acceptable to the Holders of Registrable Securities proposed to be registered, the Company shall include in such registration: (i) all Registrable Securities requested to be included in such registration by Holders of Registrable Securities; provided, however, that if the number of such Registrable Securities exceeds the Section 3.1 Sale Number, the number of such Registrable Securities (not to exceed the Section 3.1 Sale Number) to be included in such registration shall be allocated on a pro rata basis among all Holders requesting that Registrable Securities be included in such registration, based on the number of Registrable Securities then owned by each Holder requesting inclusion in relation to the number of Registrable Securities owned by all Holders requesting inclusion; and (ii) to the extent that the number of Registrable Securities to be included by all Holders is less than the Section 3.1

Allocation of Securities Included in Registration Statement. (a) If any requested registration pursuant to Section 3.1 2.2 involves an underwritten offering and the Lead Underwriter managing underwriter shall advise the Company that, in its view, the number of securities requested to be included in such registration (including those securities requested by the Company to be included in such 11 8 registration) exceeds the largest number (the "Section 3.1 Sale Number") that can be sold in an orderly manner in such offering registration within a price range acceptable to the Holders of Registrable Securities proposed to be registeredCompany or other Person(s) demanding such registration, the Company shall include in such registration: (i) first, all Class A Stock or securities convertible into, or exchangeable or exercisable for, Class A Stock that the Company proposes to register for its own account or for the account of the Person(s) demanding such registration (the "Company Securities"), and (ii) second, to the extent that the number of Company Securities is less than the Sale Number, all Registrable Securities requested to be included by Holder and all shares of Class A Stock requested to be included by any other stockholders of the Company entitled to exercise piggyback registration rights, allocated pro rata among Holder and such other stockholders, based upon the proportion which the number of shares requested to be included in such registration by Holders each such Person bears to the aggregate number of Registrable Securities; provided, however, that if the number Securities and shares of such Registrable Securities exceeds the Section 3.1 Sale Number, the number of such Registrable Securities (not to exceed the Section 3.1 Sale Number) Class A Stock requested to be included in such registration shall be allocated on a pro rata basis among all Holders requesting that Registrable Securities be included in such registration, based on the number of Registrable Securities then owned by each Holder requesting inclusion in relation to the number of Registrable Securities owned by all Holders requesting inclusion; and (ii) to the extent that the number of Registrable Securities to be included by all Holders is less than the Section 3.1such Persons.

Allocation of Securities Included in Registration Statement. (a) If any requested registration pursuant to Section 3.1 2.1 involves an underwritten offering and the Lead Underwriter lead managing underwriter of such offering (the "Manager") shall advise the Company that, in its view, the number of securities requested to be included in such registration by the Holders or any other persons (including those securities shares of Common Stock requested by the Company to be included in such 11 8 registration) exceeds the largest number (the "Section 3.1 2.1 Sale Number") that can be sold in an orderly manner in such offering within a price range acceptable to the Holders of Registrable Securities proposed to be registeredInitiating Holder, the Company shall include in such registration: (i) all Registrable Securities requested to be included in such registration by Holders of Registrable Securities; provided, however, that that, if the number of such Registrable Securities exceeds the Section 3.1 2.1 Sale Number, the number of such Registrable Securities (not to exceed the Section 3.1 2.1 Sale Number) to be included in such registration shall be allocated on a pro rata basis among all Holders requesting that Registrable Securities be included in such registration, based on the number of Registrable Securities then owned by each Holder requesting inclusion in relation to the number of Registrable Securities owned by all Holders requesting inclusion; and; (ii) to the extent that the number of Registrable Securities to be included by all Holders pursuant to clause (i) of this Section 2.3(a) is less than the Section 3.12.1 Sale Number, securities that the Company proposes to register (up to the Section 2.1 Sale Number); and