Common use of Priority on Demand Registration Clause in Contracts

Priority on Demand Registration. Except for shares of Common Stock required to be included pursuant to the piggyback registration rights under the Other Registration Rights Agreements, the Company shall not include in any Demand Registration any securities which are not Registrable Securities without the prior written consent of the holders of a majority of the Registrable Securities requesting such registration. If a Demand Registration relates to an underwritten offering and the managing underwriters advise the Company in writing that in their opinion the number of Registrable Securities and, if permitted hereunder, securities requested to be included in such offering exceeds the number of Registrable Securities and other securities, if any, which can be sold in an orderly manner in such offering within the price range acceptable to the holders of a majority of the requesting Registrable Securities, without adversely affecting the marketability of the offering, the Company shall include in such registration, prior to the inclusion of any securities which are not Registrable Securities, the number of Registrable Securities requested to be included which in the opinion of such underwriters can be sold in an orderly manner within the price range of such offering, pro rata among the holders of Registrable Securities to be included in such registration on the basis of the amount of Registrable Securities owned by each such holder.

Priority on Demand Registration. Except for shares of Common Stock required to be included pursuant to the piggyback registration rights under the Other Registration Rights AgreementsAgreements[PLEASE PROVIDE COPIES TO US], the Company shall not include in any Demand Registration any securities which are not Registrable Securities without the prior written consent of the holders of a majority of the Registrable Securities requesting such registrationStockholder. If a Demand Registration relates to an underwritten offering and the managing underwriters advise the Company in writing that in their opinion the number of Registrable Securities and, if permitted hereunder, securities requested to be included in such offering exceeds the number of Registrable Securities and other securities, if any, which can be sold in an orderly manner in such offering within the price range acceptable to the holders of a majority of the requesting Registrable Securities, Stockholder without adversely affecting the marketability of the offering, the Company shall include in such registration, prior to registration the inclusion of any securities which are not Registrable Securities, the maximum number of Registrable Securities and such other securities requested to be included which in the opinion of such underwriters can be sold in an orderly manner within the price range of such offering, pro rata among the holders of Registrable Securities with such number to be included in such registration on allocated first, and prior to the basis inclusion of any securities which are not Registrable Securities, to the amount of Registrable Securities owned by each such holderSecurities.

Priority on Demand Registration. Except for shares of Common Stock required to be included pursuant to the piggyback registration rights under the Other Registration Rights Agreements, the The Company shall not include in any Demand Registration that is a firmly underwritten offering any securities which are not Registrable Securities without the prior written consent of the holders of a majority of the Registrable Securities requesting included in such registration. If a Demand Registration relates to is an underwritten offering and the managing underwriters advise the Company in writing that in their opinion the number of Registrable Securities and, if permitted hereunder, other securities requested to be included in such offering exceeds the number of Registrable Securities and other securities, if any, which can be sold in an orderly manner in such offering within the a price range acceptable to the holders of a majority of the Registrable Securities initially requesting Registrable Securities, without adversely affecting the marketability of the offeringregistration, the Company shall include in such registration, registration prior to the inclusion of any securities which are not Registrable Securities, Securities the number of Registrable Securities requested to be included which in the opinion of such underwriters can be sold in an orderly manner within the price range of such offering, pro rata among the respective holders of Registrable Securities to be included in such registration thereof on the basis of the amount of Registrable Securities owned by each such holder.

Priority on Demand Registration. Except for shares of Common Stock required to be included pursuant to the piggyback registration rights under the Other Registration Rights Agreements, the Company shall not include in any Demand Registration any securities which are not Registrable Securities without the prior written consent of the holders of a majority of the Registrable Securities requesting such registrationStockholder. If a Demand Registration relates to an underwritten offering and the managing underwriters advise the Company in writing that in their opinion the number of Registrable Securities and, if permitted hereunder, securities requested to be included in such offering exceeds the number of Registrable Securities and other securities, if any, which can be sold in an orderly manner in such offering within the price range acceptable to the holders of a majority of the requesting Registrable Securities, Stockholder without adversely affecting the marketability of the offering, the Company shall include in such registration, prior to registration the inclusion of any securities which are not Registrable Securities, the maximum number of Registrable Securities and such other securities requested to be included which in the opinion of such underwriters can be sold in an orderly manner within the price range of such offering, pro rata among the holders of Registrable Securities with such number to be included in such registration on allocated first, and prior to the basis inclusion of any securities which are not Registrable Securities, to the amount of Registrable Securities owned by each such holderSecurities.

Priority on Demand Registration. Except for shares of Common Stock required to be included pursuant to the piggyback registration rights under the Other Registration Rights Agreements, the The Company shall not include in any Demand Registration any securities which are not Registrable Securities without the prior written consent of the holders of a majority of the Registrable Securities requesting such registration. If a Demand Registration relates to is an underwritten offering and the managing underwriters advise the Company in writing that in their opinion the number of Registrable Securities and, if permitted hereunder, securities requested to be included in such offering exceeds the number of Registrable Securities and other securities, if any, which can be sold in an orderly manner in such offering within the price range acceptable to the holders of a majority of the requesting Registrable Securities, without adversely affecting the marketability of the offering, the Company shall include in such registration, registration prior to the inclusion of any securities which are not Registrable Securities, the number of Registrable Securities requested to be included which in the opinion of such underwriters can be sold in an orderly manner within the price range of such offering, pro rata among the holders of Registrable Securities to be included in such registration on the basis of the amount of Registrable Securities owned by each such holder.

Priority on Demand Registration. Except for shares of Common Stock required to be included pursuant to the piggyback registration rights under the Other Registration Rights Agreements, the The Company shall will not include in any Demand Registration any securities which are not Registrable Securities without the prior written consent of (i) the holders Holders of a majority of the shares of Series C Registrable Securities requesting and (B) Holders of a majority of the shares of Series D Registrable Securities included in such registration. If a Demand Registration relates to is an underwritten offering and the managing underwriters advise the Company in writing that in their opinion the number of Registrable Securities and, if permitted hereunder, other securities requested to be included in such offering offering, exceeds the number of Registrable Securities and other securities, if any, which securities that can be sold in an orderly manner in such offering within the a price range acceptable to the holders Holders of a majority of the shares of Registrable Securities initially requesting Registrable Securities, without adversely affecting the marketability of the offeringregistration, the Company shall will include in such registration, registration prior to the inclusion of any securities which are not Registrable Securities, Securities the number of shares of Registrable Securities requested to be included which that in the opinion of such underwriters can be sold in an orderly manner within the such acceptable price range of such offeringrange, pro rata among the holders of Registrable Securities to be included in such registration respective Holders thereof on the basis of the amount number of shares of Registrable Securities owned by each such holderHolder.

Priority on Demand Registration. Except for shares of Common Stock required to be included pursuant to the piggyback registration rights under the Other Registration Rights Agreements, the The Company shall will not include in any Demand Registration any securities which are not Registrable Securities without the prior written consent of (i) the holders Holders of a majority of the shares of Series A Registrable Securities requesting and (B) Holders of a majority of the shares of Series B Registrable Securities included in such registration. If a Demand Registration relates to is an underwritten offering and the managing underwriters advise the Company in writing that in their opinion the number of Registrable Securities and, if permitted hereunder, other securities requested to be included in such offering offering, exceeds the number of Registrable Securities and other securities, if any, which securities that can be sold in an orderly manner in such offering within the a price range acceptable to the holders Holders of a majority of the shares of Registrable Securities initially requesting Registrable Securities, without adversely affecting the marketability of the offeringregistration, the Company shall will include in such registration, registration prior to the inclusion of any securities which are not Registrable Securities, Securities the number of shares of Registrable Securities requested to be included which that in the opinion of such underwriters can be sold in an orderly manner within the such acceptable price range of such offeringrange, pro rata among the holders of Registrable Securities to be included in such registration respective Holders thereof on the basis of the amount number of shares of Registrable Securities owned by each such holderHolder.