Common use of Cutbacks and Allocation of Opportunity to Register Securities Clause in Contracts

Cutbacks and Allocation of Opportunity to Register Securities. If any Registration Statement made pursuant to Section 2(a) or 2(b) involves an underwritten offering and if the underwriter advises the Requesting Holder in writing that marketing factors require a limitation of the number of shares to be underwritten (a "CUTBACK"), then the Requesting Holder shall so advise the Corporation which shall advise all Holders of Registrable Securities which would otherwise be underwritten pursuant thereto, and the number of shares of Registrable Securities that may be included in the underwriting shall be allocated among all participating Holders thereof as follows: (i) the Blum Holders as a group shall be entitled to the Blum Cutback Perxxxxage of the Registrable Securities actually soxx xn the offering and (ii) the Carlyle Holders as a group shall be entitled to sell the Carlyle Cutback Percentage of the Registrable Securities actually sold in the offering; provided, however, that, to the extent that the number of shares the Blum Holders or the Carlyle Holders, as a group, are entitled to xxxxster pursuant to this sentence exceeds the number that such group of holders actually seeks to register, then such excess shall be added to the number of shares that the Carlyle Holders or the Blum Holders, respectively, shall be entitled to register.

Cutbacks and Allocation of Opportunity to Register Securities. If any Registration Statement made pursuant to Section 2(a) or 2(b) involves an underwritten offering and if the underwriter advises the Requesting Holder in writing that marketing factors require a limitation of the number of shares to be underwritten (a "CUTBACKCutback"), then the Requesting Holder shall so advise the Corporation which shall advise all Holders of Registrable Securities which would otherwise be underwritten pursuant thereto, and the number of shares of Registrable Securities that may be included in the underwriting shall be allocated among all participating Holders thereof as follows: (i) the Blum Xxxx Holders as a group shall be entitled to the Blum Xxxx Cutback Perxxxxage Percentage of the Registrable Securities actually soxx xn sold in the offering and (ii) the Carlyle Holders as a group shall be entitled to sell the Carlyle Cutback Percentage of the Registrable Securities actually sold in the offering; provided, however, that, to the extent that the number of shares the Blum Xxxx Holders or the Carlyle Holders, as a group, are entitled to xxxxster register pursuant to this sentence exceeds the number that such group of holders actually seeks to register, then such excess shall be added to the number of shares that the Carlyle Holders or the Blum Xxxx Holders, respectively, shall be entitled to register.

Cutbacks and Allocation of Opportunity to Register Securities. If any Registration Statement made pursuant to Section 2(a) or 2(b) involves an underwritten offering and if the underwriter advises the Requesting Holder in writing that marketing factors require a limitation of the number of shares to be underwritten (a "CUTBACKCutback"), then the Requesting Holder shall so advise the Corporation which shall advise all Holders of Registrable Securities which would otherwise be underwritten pursuant thereto, and the number of shares of Registrable Securities that may be included in the underwriting shall be allocated among all participating Holders thereof as follows: (i) the Blum Holders as a group shall be entitled to the Blum Cutback Perxxxxage Xxxcentage of the Registrable Securities actually soxx xn actuallx xxld in the offering and (ii) the Carlyle Holders as a group shall be entitled to sell the Carlyle Cutback Percentage of the Registrable Securities actually sold in the offering; provided, however, that, to the extent that the number of shares the Blum Holders or the Carlyle Holders, as a group, are entitled to xxxxster xx register pursuant to this sentence exceeds the number that such group of holders actually seeks to register, then such excess shall be added to the number of shares that the Carlyle Holders or the Blum Holders, respectively, shall be entitled to register.

Cutbacks and Allocation of Opportunity to Register Securities. If any Registration Statement made pursuant to Section 2(a) or 2(b) involves an underwritten offering and if the underwriter advises the Requesting Holder in writing that marketing factors require a limitation of the number of shares to be underwritten (a "CUTBACKCutback"), then the Requesting Holder shall so advise the Corporation which shall advise all Holders of Registrable Securities which would otherwise be underwritten pursuant thereto, and the number of shares of Registrable Securities that may be included in the underwriting shall be allocated among all participating Holders thereof as follows: (i) the Blum Holders as a group shall be entitled entitxxx to the Blum Cutback Perxxxxage Percentage of the Registrable Registrxxxx Securities actually soxx xn sold in the offering and (ii) the Carlyle Holders as a group shall be entitled to sell the Carlyle Cutback Percentage of the Registrable Securities actually sold in the offering; provided, however, that, to the extent that the number of shares the Blum Holders or the Carlyle Holders, as a ax x group, are entitled to xxxxster register pursuant to this sentence exceeds the number that such group of holders actually seeks to register, then such excess shall be added to the number of shares that the Carlyle Holders or the Blum Holders, respectively, shall be entitled exxxxled to register.