Common use of Allocation of Registration Opportunities Clause in Contracts

Allocation of Registration Opportunities. In any circumstance in which all of the Registrable Securities and other shares of the Company with registration rights (the "Other Shares") requested to be included in a registration on behalf of the Holders or Other Stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among the Holders and Other Stockholders requesting inclusion of shares pro rata on the basis of the number of shares of Registrable Securities and Other Shares held by such Holders and Other Stockholders; provided, however, that such allocation shall not operate to reduce the aggregate number of Registrable Securities and Other Shares to be included in such registration, if any Holder or Other Stockholder does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him

Appears in 3 contracts

Samples: Registration Rights Agreement (Verso Technologies Inc), Registration Rights Agreement (Verso Technologies Inc), Registration Rights Agreement (Verso Technologies Inc)

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Allocation of Registration Opportunities. In any circumstance in which all of the Registrable Securities and other shares of the Company PURCHASER with registration rights (the "Other Shares") requested to be included in a registration on behalf of the Holders or Other Stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among the Holders and Other Stockholders requesting inclusion of shares pro rata on the basis of the number of shares of Registrable Securities and Other Shares held by such Holders and Other Stockholders; provided, however, that such allocation shall not operate to reduce the aggregate number of Registrable Securities and Other Shares to be included in such registration, if any Holder or Other Stockholder does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to himthe

Appears in 1 contract

Samples: Registration Rights Agreement (Brainworks Ventures Inc)

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Allocation of Registration Opportunities. In any circumstance in which all of the Registrable Securities and other outstanding shares of Common Stock of the Company with registration rights (the "Other Shares") requested and entitled to be included in a demand registration on behalf of the Holders or Other Stockholders cannot be so included as a result of limitations of on the aggregate number of shares of Registrable Securities and Other Shares that may be so included, or in case of an Underwriters' Cutback, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among the Holders holders of Registrable Securities and Other Stockholders requesting inclusion of shares other selling stockholders pro rata on the basis of the number of shares of Registrable Securities and Other Shares held by such Holders holders and Other Stockholders; providedother selling stockholders, however, that such allocation shall subject to the Company's being required to comply in good faith with contractual obligations outstanding as of the date of this Agreement which do not operate to reduce require the aggregate number holders of Registrable Securities and Other Shares to agree to such pro rata allocation, but provided that if Registrable Securities are not allocated such pro rata participation such demand registration shall not be included in such registration, if any Holder or Other Stockholder does not request inclusion of counted toward the maximum number of shares of Registrable Securities and Other Shares allocated to himfive demand requests under Section 1.2. If any holder of

Appears in 1 contract

Samples: Registration Rights Agreement (Bikers Dream Inc)

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