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 for Other Holders advise the Partnership that the total amount of Common Unit Registrable Securities that Holders intend to include in such offering exceeds the number that can be sold in such offering without being likely to have an adverse effect on the price, timing or distribution of the Common Units offered or the market for the Common Units, then the Partnership shall include the number of Common Units that such Managing Underwriter or Underwriters advise the Partnership can be sold without having such adverse effect, with such number to be allocated (i) first, to the Common Units requested to be included therein by the Initiating Holder and (ii) second, pro rata among the Holders who are exercising piggyback registration rights pursuant to this Section 2.02 related to such offering (based, for each such Holder, on the percentage derived by dividing (x) the number of Common Units proposed to be sold by such Holder in such Underwritten Offering by (y) the aggregate number of Common Units proposed to be sold by all Holders in such Underwritten Offering).

Appears in 2 contracts

Samples: Registration Rights Agreement (Dominion Midstream Partners, LP), Registration Rights Agreement (Dominion Midstream Partners, LP)

AutoNDA by SimpleDocs

Priority of Piggyback Registration. If the Managing Underwriter or Underwriters of any proposed Underwritten Offering for Other Holders advise the Partnership that the total amount of Common Unit Registrable Securities that Holders intend to include in such offering exceeds the number that can be sold in such offering without being likely to have an adverse effect on the price, timing or distribution of the Common Units offered or the market for the Common Units, then the Partnership shall include the number of Common Units that such Managing Underwriter or Underwriters advise the Partnership can be sold without having such adverse effect, with such number to be allocated (i) first, to the Common Units requested to be included therein by the Initiating Holder Holder; and (ii) second, pro rata among the Holders who are exercising piggyback registration rights pursuant to this Section 2.02 related to such offering (based, for each such Holder, on the percentage derived by dividing (x) the number of Common Units proposed to be sold by such Holder in such Underwritten Offering by (y) the aggregate number of Common Units proposed to be sold by all Holders in such Underwritten Offering).

Appears in 2 contracts

Samples: Registration Rights Agreement (Phillips 66 Partners Lp), Registration Rights Agreement (Phillips 66 Partners Lp)

AutoNDA by SimpleDocs

Priority of Piggyback Registration. If the Managing Underwriter or Underwriters of any proposed Underwritten Offering for the Partnership or Other Holders advise the Partnership that the total amount of Common Unit Registrable Securities that Holders intend to include in such offering exceeds the number that can be sold in such offering without being likely to have an adverse effect on the price, timing or distribution of the Common Units offered or the market for the Common Units, then the Partnership shall include the number of Common Units that such Managing Underwriter or Underwriters advise the Partnership can be sold without having such adverse effect, with such number to be allocated (subject to the terms of the Partnership Agreement) (i) first, to the Common Units requested to be included therein by the Initiating Holder Partnership and (ii) second, pro rata among the Holders and any other holders who are exercising piggyback registration rights pursuant to this Section 2.02 7.12 of the Partnership Agreement related to such offering (based, for each such HolderHolder and other holders, on the percentage derived by dividing (x) the number of Common Units proposed to be sold held by such Holder in such Underwritten Offering or other holder by (y) the aggregate number of Common Units proposed to be sold held by all such Holders in such Underwritten Offeringand other holders).

Appears in 1 contract

Samples: Registration Rights Agreement (Natural Resource Partners Lp)

Time is Money Join Law Insider Premium to draft better contracts faster.