Common use of Priority in Requested Registration Clause in Contracts

Priority in Requested Registration. If the managing underwriter of any underwritten offering shall advise the Company in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) that, in its opinion, the number or amount of securities requested to be included in such registration exceeds the number or amount which can be sold in such offering within a price range acceptable to the Selling Holders of more than 50% of the Registrable Securities requested to be included in such registration, the Company will include in such registration only the number or amount of Registrable Securities which the Company is so advised in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) by the managing underwriter can be sold in such offering. Any such limitation of Registrable Securities requested to be included in such registration shall be applied pro rata among the Selling Holders requesting such registration on the basis of the aggregate number or amount of the Registrable Securities of such Selling Holders requested to be so registered.

Priority in Requested Registration. If the managing underwriter of any underwritten offering shall advise the Company Corporation in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) that, in its opinion, the number or amount of securities requested to be included in such registration exceeds the number or amount which can be sold in such offering within a price range acceptable to the Selling Holders of more than 50% of the Registrable Securities requested to be included in such registration, the Company Corporation will include in such registration only the number or amount of Registrable Securities which the Company Corporation is so advised in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) by the managing underwriter can be sold in such offering. Any such limitation of Registrable Securities requested to be included in such registration shall be applied pro rata among the Selling Holders requesting such registration on the basis of the aggregate number or amount of the Registrable Securities of such Selling Holders requested to be so registered.

Priority in Requested Registration. If a registration under Section 3(a) involves an underwritten Public Offering, and the managing underwriter of any such underwritten offering Public Offering shall advise the Company in writing (with a copy to each Selling Holder of requesting that Registrable Securities requesting registrationCommon Stock be included in such registration statement) that, in its opinion, the number or amount of securities shares of Registrable Common Stock requested to be included in such registration exceeds the number or amount which of shares of Registrable Common Stock that can be sold in such offering Public Offering within a price range acceptable stated to the such managing underwriter by Selling Holders of more than 50% owning at least a majority of the Registrable Securities requested to be included in such registration, the Company will include in such registration only the number or amount shares of Registrable Securities which the Company is so advised in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) by the managing underwriter can be sold in such offering. Any such limitation of Registrable Securities Common Stock requested to be included in such registration to be acceptable to such Selling Holders, the Company shall include in such registration, to the extent of the number of shares of Registrable Common Stock that the Company is advised can be applied sold in such Public Offering, all Registrable Common Stock requested to be registered pursuant to Section 3(a), pro rata among the Selling Holders requesting such registration on the basis of the aggregate number or amount of the shares of Registrable Securities of such Selling Holders Common Stock requested to be so registeredregistered by all such Selling Holders, and no other securities, whether to be sold by the Company or any other Person.

Priority in Requested Registration. If the Company shall effect a Registration pursuant to this Section 3 in connection with an Underwritten Offering by one or more holders of Registrable Securities, and if the managing underwriter of any underwritten such offering shall advise the Company in writing (with a copy to each Selling Holder selling holder of Registrable Securities requesting registrationRegistration) that, in its opinion, the number or amount of securities requested to be included in such registration Registration exceeds the number or amount which can be sold in such offering within a price range acceptable to the Selling Holders selling holders of more than 50% a majority of the Registrable Securities requested to be included in such registrationRegistration, the Company will include in such registration only Registration, to the extent of the number or amount of Registrable Securities which the Company is so advised in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) by the managing underwriter can be sold in such offering. Any such limitation of , Registrable Securities requested to be included in such registration shall be applied Registration, selected pro rata among from the Selling Holders Registrable Securities of the selling holders requesting such registration Registration on the basis of the aggregate number or percentage of the total amount of the Registrable Securities of which such Selling Holders selling holders requested to be so registered. In connection with any such Registration to which this Section 3(f) is applicable, no securities other than Registrable Securities shall be covered by such Registration.

Priority in Requested Registration. If the managing underwriter of any underwritten offering shall advise the Company in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) that, in its opinion, the number or amount of securities requested to be included in such registration by the holders of Registrable Securities exceeds the number or amount which can be sold in such offering within a price range acceptable to the Selling Holders of more than 5066-2/3% of the Registrable Securities requested to be included in such registration, the Company will include in such registration only registration, to the extent of the number or amount of Registrable Securities which the Company is so advised in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) by the managing underwriter can be sold in such offering. Any such limitation of , Registrable Securities requested to be included in such registration shall be applied registration, pro rata among the Selling Holders requesting such registration on the basis of the aggregate number or amount percentage of the Registrable Securities of such Selling Holders requested so to be so registered. In connection with any such registration to which this Section 2.1(g) is applicable, no securities other than Registrable Securities shall be covered by such registration.

Priority in Requested Registration. If the managing underwriter of any underwritten offering shall advise the Company in writing (with a copy to each Selling Holder of Registrable Securities requesting registrationHolder) that, in its opinion, the aggregate principal amount or the number or amount of securities shares of Registrable Securities requested to be included in such registration exceeds the aggregate principal amount or number or amount of securities which can be sold in such offering within a price range acceptable to the Selling Holders of more than 50% of the Registrable Securities requested to be included in such registrationSecurities, the Company will include in such registration only the number or aggregate principal amount of Registrable Securities Notes and the number of shares of Registrable Common Stock, as applicable, which the Company is so advised in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) by the managing underwriter can be sold in such offering. Any such limitation of The Registrable Securities requested to be included in such registration shall be applied reduced pro rata among the Selling Holders requesting such registration of Registrable Securities on the basis of the aggregate number or amount Aggregate Value of the Registrable Securities of such Selling Holders requested requesting such registration. In connection with any such registration to which this Section 2.1(g) is applicable, no securities other than Registrable Securities shall be so registeredcovered by such registration.

Priority in Requested Registration. If the managing underwriter of ---------------------------------- any underwritten under written offering shall advise the Company in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) that, in its opinion, the number or amount of securities requested to be included in such registration exceeds the number or amount which can be sold in such offering within a price range acceptable reasonably related to the Selling Holders of more than 50% then current market value of the securities, the Company will include in such registration, to the extent of the number which the Company is so advised can be sold in such offering, Registrable Securities requested to be included in such registration, the Company will include in such registration only the number or amount of Registrable Securities which the Company is so advised in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) by the managing underwriter can be sold in such offering. Any such limitation of Registrable Securities requested to be included in such registration shall be applied pro rata among the Selling Holders requesting such registration on the basis of the aggregate number or amount percentage of the Registrable Securities then held by, or issuable upon exercise or conversion of Convertible Securities then held by, such Selling Holders. In connection with any such registration to which this Section 2.1(f) is applicable, no securities other than Registrable Securities shall be covered by such registration unless the written consent of Selling Holders requested to be so registeredholding at least a majority of the Registrable Securities included in such registration shall have been obtained.

Priority in Requested Registration. If the managing underwriter of any underwritten offering shall advise the Company in writing (with a copy to and the Company shall so advise each Selling Holder of Registrable Securities requesting registrationregistration of such advice) that, in its opinion, the number or amount of securities requested to be included in such registration exceeds the number or amount which can be sold in such offering within a price range acceptable offering, the Company will include in such registration, to the Selling Holders of more than 50% extent of the number which the Company is so advised can be sold in such offering, Registrable Debentureholder Securities requested to be included in such registration, the Company will include in such registration only the number or amount of Registrable Securities which the Company is so advised in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) by the managing underwriter can be sold in such offering. Any such limitation of Registrable Securities requested to be included in such registration shall be applied pro rata among the Selling Holders requesting such registration on the basis of the aggregate total number or amount of the shares of Registrable Debentureholder Securities of such Selling Holders requested to be so registeredregistered by such holders; provided, that if the number of Registrable Debentureholder Securities that such managing underwriter advises can be sold in such offering is less than 75% of the total number of Registrable Debentureholder Securities requested to be registered by the Initiating Holders, a majority in interest of the Initiating Holders may withdraw their written request made pursuant to Section 1.1 and such written request will not be considered a request for registration pursuant to Section 1.7.

Priority in Requested Registration. If the managing underwriter of any underwritten offering shall advise the Company in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) that, in its opinion, the number or amount of securities requested to be included in such registration exceeds the number or amount which can be sold in such offering within a price range acceptable to the Selling Holders of more than 50% a majority of the Registrable Securities requested to be included in such registration, the Company will include in such registration only registration, to the extent of the number or amount of Registrable Securities which the Company is so advised in writing (with a copy to each Selling Holder of Registrable Securities requesting registration) by the managing underwriter can be sold in such offering. Any such limitation of , Registrable Securities requested to be included in such registration shall be applied registration, pro rata among the Selling Holders requesting such registration on the basis of the aggregate number or amount percentage of the Registrable Securities of such Selling Holders requested so to be so registered. In connection with any such registration to which this Section 2.1(g) is applicable, no securities other than Registrable Securities shall be covered by such registration.