Underwritten Offerings by Holders Sample Clauses

Underwritten Offerings by Holders. In the event that the Company shall have delivered a Supplemental Notice with respect to an underwritten offering of Holder Registration Securities, and the managing underwriter shall advise the Company, Instanz and holders of Holder Registration Securities to be included in the offering in writing that inclusion of some or all of the Supplemental Registration Securities would, in such managing underwriter's reasonable opinion, have an Adverse Distribution Effect on the proposed sale of Holder Registration Securities, then the Company shall, upon written notice to Instanz and to all other holders of securities which otherwise were to have been included in such registration, include in such registration only the number of securities which can be sold without an Adverse Distribution Effect on the proposed sale of the Holder Registration Securities, selected first from the holder of the Registration Securities who initiated the registration and then from Instanz and other holders of Registration Securities requested to be included in such registration on a pro rata basis in proportion to the number of securities sought to be registered.