Common use of Allocation of Shares in Piggyback Registration Clause in Contracts

Allocation of Shares in Piggyback Registration. In the event that the Underwriter’s Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b)) in the following manner: The number of shares, if any, that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders and then among all other holders of securities other than Registrable Securities requesting and legally entitled to include shares in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that If the Underwriter’s Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b7.2(b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b7.2(b)) in the following manner: The shares (other than Registrable Securities) held by officers or directors of the Company shall be excluded from such registration and underwriting to the extent required by such limitation. If a limitation of the number of sharesshares is still required after such exclusion, if any, the number of shares that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting other Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders thereof and then among all other holders of securities (other than Registrable Securities Securities) requesting and legally entitled to include shares such securities in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c7.2(c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that the Underwriter’s Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b3.2(b)(ii), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b3.2(b)(ii)) in the following manner: The number of shares, if any, that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering owned by such requesting Holders and then among all other holders of securities other than Registrable Securities requesting and legally entitled to include shares in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which that such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c3.2(b)(iii) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that If the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b3.2(b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b3.2(b)) in the following manner: The shares (other than Registrable Securities) held by officers or directors of the Company shall be excluded from such registration and underwriting to the extent required by such limitation. If a limitation of the number of sharesshares is still required after such exclusion, if any, the number of shares that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting other Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders thereof and then among all other holders of securities (other than Registrable Securities Securities) requesting and legally entitled to include shares such securities in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c3.2(c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that If the Underwriter’s Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b8.2(b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b8.2(b)) in the following manner: The shares (other than Registrable Securities) held by officers or directors of the Company shall first be excluded from such registration and underwriting to the extent required by such limitation. If a limitation of the number of sharesshares is still required after such exclusion, if any, the number of shares that may be included in the Registration and underwriting by selling stockholders shareholders shall first be allocated among all the requesting other Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders thereof and then among all other holders of securities (other than Registrable Securities Securities) requesting and legally entitled to include shares such securities in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which Nextest Systems Corporation Information and Registration Rights Agreement such Holders and such other holders would otherwise be entitled to include in such RegistrationRegistration subject to subsection 8.2(b)(ii). No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c8.2(c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that the Underwriter’s Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b5.3.2(b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b5.3.2(b)) in the following manner: The number of shares, if any, that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting Holders Investors pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders Investors and then among all other holders of securities other than Registrable Securities requesting and legally entitled to include shares in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders Investors and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c5.3.2(c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder Investor to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b)9.2.2, the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b)9.2.2) in the following manner: The shares (other than Registrable Securities) held by officers or directors of the Company shall be excluded from such Registration and underwriting to the extent required by such limitation. Next, the shares (other than Registrable Securities) held by other holders of the Company's securities shall be excluded from such Registration and underwriting to the extent required by such limitation. If a limitation of the number of sharesshares is still required after such exclusion, if any, the number of shares that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders and then among all other holders of securities other than Registrable Securities thereof requesting and legally entitled to include shares in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) Securities which such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c) 9.2.3 shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the ---------------------------------------------- event that the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b6.2 (b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b6.2 (b)) in the following manner: The the shares (other than Registrable Securities) held by officers or directors of the Company shall be excluded from such Registration and underwriting to the extent required by such limitation. If a limitation of the number of sharesshares is still required after such exclusion, if any, the number of shares that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders and then among all other holders of securities other than Registrable Securities requesting and legally entitled to include shares in such Registrationthereof, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders and such other holders would otherwise be entitled to include in such RegistrationRegistration or in such other proportion as shall be mutually agreed to by such holders; provided, however, that with respect to a --------- ------- Registration other than the Registration relating to the Company's initial public offering, the number of Registrable Securities included in such Registration shall not be reduced to less than thirty percent (30%) of the aggregate number of all shares so included. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c6.2 (c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that If the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b8.2(b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b8.2(b)) in the following manner: The shares (other than Registrable Securities) held by officers or directors of the Company shall be excluded from such registration and underwriting to the extent required by such limitation. If a limitation of the number of sharesshares is still required after such exclusion, if any, the number of shares that may be included in the Registration and underwriting by selling stockholders shareholders shall first be allocated pro rata among all the requesting other Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders thereof and then among all other holders of securities (other than Registrable Securities Securities) requesting and legally entitled to include shares such securities in such RegistrationRegistration and to whom such rights were granted in compliance with Section 14 hereof, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c8.2(c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the ---------------------------------------------- event that the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b)7.2.2, the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b)7.2.2) in the following manner: The number First, the shares held by officers or directors of shares, if any, that may the Company shall be included in the Registration excluded from such registration and underwriting by selling stockholders shall first be allocated among all the requesting Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering extent required by such requesting Holders limitation and if such exclusion is not sufficient, then among all other shares held by holders of securities other than Registrable Securities requesting and legally entitled to include shares in such RegistrationRegistration shall be excluded from such registration and underwriting to the extent required by such limitation. If a limitation of the number of shares is still required after such exclusions, the number of shares that may be included in the Registration and underwriting by selling shareholders shall be allocated among all other Holders in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which Securities then owned by such Holders and such other holders would otherwise be entitled to include in such RegistrationHolders. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c) 7.2.3 shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b)) in the following manner: The number of shares, if any, that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders and then among all other holders of securities other than Registrable Securities requesting and legally entitled to include shares in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s 's Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In ---------------------------------------------- the event that the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b)3.2.2, the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b)3.2.2) in the following manner: The shares (other than Registrable Securities) held by officers or directors of the Company shall be excluded from such registration and underwriting to the extent required by such limitation. If a limitation of the number of sharesshares is still required after such exclusion, if any, the number of shares that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting other Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders thereof and then among all other holders of securities other than Registrable Securities requesting and legally entitled to include shares in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c) 3.2.3 shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that the Underwriter’s Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b5.1.2(b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b5.1.2(b)) in the following manner: The number of shares, if any, that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting Holders Investors pro rata according to the respective amounts of Registrable Designated Securities entitled to be included in such offering by such requesting Holders Investors and then among all other holders of securities other than Registrable Designated Securities requesting and legally entitled to include shares in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Designated Securities) which such Holders Investors and such other holders would otherwise be entitled to include in such Registration. No Registrable Designated Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c5.1.2(c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder Investor to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that ----------------------------------------------- the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b6.2(b), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b6.2(b)) in the following manner: The the number of shares, if any, shares that may be included in the Registration and underwriting by selling stockholders shall first be allocated among all the requesting Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders thereof and then among all other holders of securities (other than Registrable Securities Securities) requesting and legally entitled to include shares such securities in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c6.2(c) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event that the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b)section 4.2.2, the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b)4.2.2) in the following manner: The shares (other than Registrable Securities) held by officers or directors of the Company shall be excluded from such registration and underwriting to the extent required by much limitation. If a limitation of the number of sharesshares is still required after such exclusion, if any, the number of shares that may be included in the Registration and underwriting by selling stockholders shareholders shall first be allocated among all the requesting Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders thereof and then among all other holders of securities other than Registrable Securities requesting and legally entitled to include shares in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which entitled to inclusion in such Registration held by such Holders and such other holders would otherwise be entitled to include in such Registrationat the time of filing of the Registration Statement. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c) 4.2.3 shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

Allocation of Shares in Piggyback Registration. In the event ---------------------------------------------- that the Underwriter’s 's Representative limits the number of shares to be included in a Registration pursuant to Section 3.2.2(b7(b)(ii), the number of shares to be included in such Registration shall be allocated (subject to Section 3.2.2(b7(b)(ii)) in the following manner: The shares (other than Registrable Securities) held by officers or directors of the Company shall be excluded from such registration and underwriting to the extent required by such limitation. If a limitation of the number of sharesshares is still required after such exclusion, if any, the number of shares that may be included in the Registration and underwriting by selling stockholders shareholders shall first be allocated among all the requesting other Holders pro rata according to the respective amounts of Registrable Securities entitled to be included in such offering by such requesting Holders thereof and then among all other holders of securities other than Registrable Securities requesting and legally entitled to include shares in such Registration, in proportion, as nearly as practicable, to the respective amounts of securities (including Registrable Securities) which such Holders and such other holders would otherwise be entitled to include in such Registration. No Registrable Securities or other securities excluded from the underwriting by reason of this Section 3.2.2(c7(b)(iii) shall be included in the Registration Statement. To facilitate the allocation of shares in accordance with the above provisions, the Company or the Underwriter’s Representative may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.