Common use of Priority of Piggyback Registration Clause in Contracts

Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering of Registrable Securities included in a Piggyback Registration informs the Company and the Stockholders of Registrable Securities in writing that, in its or their opinion, the number of securities which such Stockholders and any other Persons intend to include in such Piggyback Registration exceeds the number which can be sold in such offering without being likely to have a significant adverse effect on the price, timing or distribution of the securities offered or the market for the securities offered, then the securities to be included in such Piggyback Registration shall be (i) first, 100% of the securities proposed to be sold in such Piggyback Registration by the Company or (subject to Section 5.07) any Person (other than a Stockholder) exercising a contractual right to demand Registration, as the case may be, proposes to sell, and (ii) second, and only if all the securities referred to in clause (i) have been included, the number of Registrable Securities that, in the opinion of such managing underwriter or underwriters, can be sold without having such adverse effect, with such number to be allocated pro rata among the Stockholders that have requested to participate in such Registration based on the relative number of Registrable Securities then held by each such Stockholder (provided that any securities thereby allocated to a Stockholder that exceed such Stockholder’s request shall be reallocated among the remaining requesting Stockholders in like manner) and (iii) third, and only if all of the Registrable Securities referred to in clause (ii) have been included in such Registration, any other securities eligible for inclusion in such Registration.

Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering of Registrable Securities included in a Piggyback Registration informs the Company and the Stockholders holders of such Registrable Securities in writing that, in its or their opinion, that the number total amount of securities which such Stockholders holders and any other Persons persons or entities intend to include in such Piggyback Registration offering exceeds the number which can be sold in such offering without being likely so as to have a significant adverse effect on the price, timing or distribution of the securities offered in such offering or the market for the securities offeredCompany's Equity Securities, then the securities to be included in such Piggyback Registration shall be (i) first, 100% of the securities proposed to be sold in such Piggyback Registration by that the Company or (subject to Section 5.07) any Person (other than a Stockholder) exercising a contractual right to demand Registration, as the case may be, proposes to sellsell for its own account, and (ii) second, and only if all the securities referred to referenced in clause CLAUSE (i) have been included, the number of Registrable Securities that, in the opinion of such managing underwriter or underwriters, can be sold without having such adverse effect, with such number to be allocated pro rata among the Stockholders that holders which have requested to participate be included in such Registration Registration, based on the relative number of Registrable Securities then held by each such Stockholder securities requested to be included (provided that any securities thereby allocated to a Stockholder any such holder that exceed such Stockholder’s person's request shall will be reallocated among the remaining requesting Stockholders holders of securities in like manner) and (iii) third, and only if all of the Registrable Securities referred to referenced in clause CLAUSES (i) AND (ii) have been included in such Registrationincluded, any other securities eligible for inclusion in such Registration.

Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering of a class of Registrable Securities included in a Piggyback Registration informs the Company and the Stockholders holders of such class of Registrable Securities in writing that, in its or their opinion, the number of securities of such class which such Stockholders holders and any other Persons intend to include in such Piggyback Registration offering exceeds the number which can be sold in such offering without being likely to have a significant adverse effect on the price, timing or distribution of the securities offered or the market for the securities offered, then the securities to be included in such Piggyback Registration shall be (i) first, 100% of the securities proposed to be sold in of such Piggyback Registration by class that the Company or (subject to Section 5.072.7) any Person (other than a Stockholderholder of Registrable Securities) exercising a contractual right to demand Registration, as the case may be, proposes to sell, and (ii) second, and only if all the securities referred to in clause (i) have been included, the number of Registrable Securities of such class that, in the opinion of such managing underwriter or underwriters, can be sold without having such adverse effect, with such number to be allocated pro rata PRO RATA among the Stockholders holders that have requested to participate in such Registration based on the relative number of Registrable Securities of such class then held by each such Stockholder holder (provided PROVIDED that any securities thereby allocated to a Stockholder holder that exceed such Stockholder’s holder's request shall be reallocated among the remaining requesting Stockholders holders in like manner) and (iii) third, and only if all of the Registrable Securities referred to in clause (ii) have been included in such Registration, any other securities eligible for inclusion in such Registration.

Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering of Registrable Securities included in a Piggyback Registration informs the Company and the Stockholders of Registrable Securities Holders that have requested to participate in such Piggyback Registration in writing that, in its or their opinion, the number of securities which such Stockholders Holders and any other Persons intend to include in such Piggyback Registration offering exceeds the number which can be sold in such offering without being likely to have a significant adverse effect on the price, timing or distribution of the securities offered or the market for the securities offered, then the securities to be included in such Piggyback Registration shall be (i) first, 100% of the securities proposed to be sold in such Piggyback Registration by that the Company or (subject to Section 5.07) any Person (other than a Stockholder) exercising a contractual right to demand Registration, as the case may be, proposes to sell, and (ii) second, and only if all the securities referred to in clause (i) have been included, the number of Registrable Securities that, in the opinion of such managing underwriter or underwriters, can be sold without having such adverse effecteffect in such Registration, with which such number to shall be allocated pro rata among the Stockholders Holders and any other Persons that have requested to participate in such Registration based on the relative number of Registrable Securities then held by each such Stockholder Holder and such other Persons (provided that any securities thereby allocated to a Stockholder Holder or other Person that exceed such Stockholder’s Holder's or other Person's request shall be reallocated among the remaining requesting Stockholders Holders and other Persons in like manner) ), and (iii) third, and only if all of the Registrable Securities referred to in clause (ii) have been included in such Registration, any other securities eligible for inclusion in such Registration that, in the opinion of the managing underwriter or underwriters, can be sold without having such adverse effect in such Registration.