Common use of Allocation of Securities Included in Registration Statement Clause in Contracts

Allocation of Securities Included in Registration Statement. In ----------------------------------------------------------- the case of an Underwritten Offering, if the Company's managing Underwriter shall advise the Company and the Qualified Holders in writing that the inclusion in any registration pursuant to this Section of some or all of the Registrable Securities sought to be registered by the holders requesting such registration creates a substantial risk that the proceeds or price per unit the Sellers (as defined below) will derive from such registration will be reduced or that the number of securities to be registered (including those sought to be registered at the instance of the Company and any other party entitled to participate in such registration as well as those sought to be registered by the Qualified Holders) is too large a number to be reasonably sold, then the number of Registrable Securities sought to be registered by each Seller shall be reduced pro rata in proportion to the number of securities sought to be registered by all Sellers to the extent necessary to reduce the number of securities to be registered to the number recommended by the managing underwriter.

Appears in 2 contracts

Samples: Registration Rights Agreement (Allin Corp), Registration Rights Agreement (Allin Communications Corp)

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Allocation of Securities Included in Registration Statement. In ----------------------------------------------------------- the case of an Underwritten Offering, if the Company's ’s managing Underwriter shall advise the Company and the Qualified Holders in writing that the inclusion in any registration pursuant to this Section of some or all of the Registrable Securities sought to be registered by the holders requesting such registration creates a substantial risk that the proceeds or price per unit the Sellers (as defined below) will derive from such registration will be reduced or that the number of securities to be registered (including those sought to be registered at the instance of the Company and any other party entitled to participate in such registration as well as those sought to be registered by the Qualified Holders) is too large a number to be reasonably sold, then the number of Registrable Securities sought to be registered by each Seller shall be reduced pro rata in proportion to the number of securities sought to be registered by all Sellers to the extent necessary to reduce the number of securities to be registered to the number recommended by the managing underwriterUnderwriter. For purposes of this Section 2.1(g) the term “Seller” shall mean and include the Company and each holder of securities (including, but not limited to, Registrable Securities) entitled to participate in the subject registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Allin Corp)

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Allocation of Securities Included in Registration Statement. In ----------------------------------------------------------- the case of an Underwritten Offering, if the Company's managing Underwriter shall advise the Company and the Qualified Holders in writing that the inclusion in any registration pursuant to this Section of some or all of the Registrable Securities sought to be registered by the holders requesting such registration creates a substantial risk that the proceeds or price per unit either the Sellers (as defined below) Company or the holders of securities who have demanded such Underwritten Offering will derive from such registration will be reduced or that the number of securities to be registered (including those 10 11 sought to be registered at the instance of the Company and any other party entitled to participate in such registration as well as those sought to be registered by the Qualified Holders) is too large a number to be reasonably sold, then the number of Registrable Securities sought to be registered by each Seller (as defined below) shall be reduced pro rata in proportion to the number of securities sought to be registered by all Sellers to the extent necessary to reduce the number of securities to be registered to the number recommended by the managing underwriter.

Appears in 1 contract

Samples: Registration Rights Agreement (Shared Technologies Cellular Inc)

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