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 a class of Registrable Securities included in a Piggyback Registration informs the Company and ORIX in writing that, in its or their opinion, the number of securities of such class which ORIX and any other Persons intend to include in such Underwritten Offering exceeds the number which can be sold in such Underwritten 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 Underwritten Offering shall be included in the following order of priority:

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 ORIX the HL Management Stockholder Representative in writing that, in its or their opinion, the number of securities of such class which ORIX the HL Management Stockholder Representative and any other Persons intend to include in such Underwritten Offering exceeds the number which can be sold in such Underwritten 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 Underwritten Offering shall be included in the following order of priority:

Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering of a class of Registrable Securities securities included in a Piggyback Registration informs the Company and ORIX Holders holding any class sought to be included in such registration in writing that, in its or their opinion, the number total amount or kind of securities of which such class which ORIX Holders and any other Persons intend to include in such Underwritten Offering offering exceeds the number which can be sold in such Underwritten Offering offering without being likely to have a significant an adverse effect on the price, timing or distribution of the class or classes of the securities offered or the market for the class or classes of securities offered, then the securities of each class to be included in such Underwritten Offering registration shall be included in the following order of priorityallocated as follows:

Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering of a class of Registrable Securities Instinet Common Stock included in a Piggyback Registration (or in the case of a Piggyback Registration not being underwritten, the Issuer) informs the Company and ORIX Holders seeking to be included in such registration in writing that, in its or their opinion, the number total amount or kind of securities of which such class which ORIX Holders and any other Persons intend to include in such Underwritten Offering offering exceeds the number which can be sold in such Underwritten Offering offering without being likely 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 offeredInstinet Common Stock, then the securities of each class to be included in such Underwritten Offering registration shall be included in the following order of priority:allocated as follows.

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 ORIX in writing or the Holders of such class of Registrable Securities that, in its or their opinion, the number of securities of such class which ORIX such Holders and any other Persons intend to include in such Underwritten Offering offering exceeds the number which can be sold in (or during the time of) such Underwritten Offering offering without being likely to have a significant adverse effect on the price, timing or distribution of the securities offered or on the market for the securities offered, then the number of securities to be included in such Underwritten Offering Registration as so determined by the managing underwriter or underwriters (the "Included Securities") shall be included in the following order of priorityallocated as follows: