Limitations on Piggyback Registrations. The Company's obligation to include Registrable Shares in the Company Registration pursuant to Section 2.1 shall be subject to the following limitations:
2.2.1 The Company shall not be obligated to include any Registrable Shares in a registration statement (i) filed on Form S-4 or FormS-8 or such other similar successor forms then in effect under the Securities Act, (ii) pursuant to which the Company is offering to exchange its own securities, or (iii) relating to dividend reinvestment plans.
2.2.2 If the managing underwriter(s), if any, of an offering related to the Company Registration determines in its reasonable judgment that marketing factors require a limitation of the number of shares of Common Stock that can be included in such offering, the managing underwriter(s) may exclude the appropriate number of shares of Common Stock held by the stockholders of the Company, including Haught, from such registration. If the managing underwriter(s) determines to exclude from such offering any Registrable Shares that Haught desires to include or any shares of Common Stock that other Company stockholders with applicable registration rights desire to include, Haught and such other Xxxxxny stockholders (except for such person or persons, if any, upon whose demand such Registration is being made) shall share pro rata in the portion of such offering available to them (the "Available Portion"), with Haught and each such xxxxx Company stockholder entitled to include in such Company Registration and related offering a number of shares of Common Stock equal to the product of (i) the Available Portion and (ii) fraction, the numerator of which is the total number of Registrable Shares which Haught xxxxxxs to include in such Company Registration (in the case of Haught) or the total xxxxxx of shares of Common Stock which such other Company stockholder desires to include in such Company Registration (in thecae of each such other Company stockholder) and the denominator of which is(x) the total of the number of Registrable Shares which Haught desires to incxxxx xn such Company Registration plus (y) the total number of shares of Common Stock that such other Company stockholders desire to include in such Company Registration.
Limitations on Piggyback Registrations. The Company's obligation to include Registrable Securities in the Company Registration pursuant to Section 5 shall be subject to the following limitations:
(a) The Company shall not be obligated to include any Registrable Securities in a registration statement (i) filed on Form F-4 or such other similar successor forms then in effect under the Securities Act, (ii) pursuant to which the Company is offering to exchange its own securities or is offering securities solely to its existing shareholders, or (iii) relating solely to dividend reinvestment plans.
(b) If the managing underwriter(s), with respect to an underwritten offering, or the Company, with respect to a non-underwritten offering, related to a Company Registration determines in its reasonable judgment that marketing factors require a limitation of the number or principal amount of securities that can be included in such offering, the managing underwriter(s) or Company may exclude the appropriate number or principal amount of the securities held by the securityholders of the Company, including the Other Shareholders, from such registration. If the managing underwriter(s) or Company determines to include in such offering an amount of Registrable Securities that is less than all of the Registrable Securities that the Other Shareholders desire to include, the Other Shareholders (except for such Other Shareholders, if any, upon whose demand such Registration is being made) shall share pro rata in the portion of such offering available to them (the "Available Portion"). Such pro rata allocation of the Available Portion among the Other Shareholders shall be based on the number of Registrable Securities which each such Other Shareholder has requested to be included in the Company Registration. The Company shall have the right to terminate or withdraw any registration initiated by it under this Section 6 prior to the effectiveness of such registration whether or not any holder has elected to include securities in such registration.
Limitations on Piggyback Registrations. The Company's obligation to include Registrable Shares in the Company Registration pursuant to Section 2(a) shall be subject to the following limitations: The Company shall not be obligated to include any Registrable Shares in a registration statement (i) filed on Form S-4 or Form S-8 or such other similar successor forms then in effect under the Securities Act, (ii) pursuant to which the Company is offering to exchange its own securities, or (iii) relating to dividend reinvestment plans. There is no limit on the number of Piggyback Registrations which may be requested hereunder.
Limitations on Piggyback Registrations. (a) The Purchaser may make a request for the inclusion of all or any portion of its Registrable Securities in any registration effected pursuant to Section 3.3 at any time after the date hereof through the first anniversary of the date hereof under the procedures set forth in Section 3.3.
(b) The right of the Purchaser to participate in an Underwritten Public Offering pursuant to Section 3.3 shall be conditioned upon the inclusion of the Purchaser's Registrable Securities in the Underwritten Public Offering to the extent provided herein. The Company and the Purchaser shall enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such Underwritten Public Offering by the Company.
(c) Notwithstanding any other provisions of Sections 3.3 or 3.4, if the managing underwriter determines that marketing factors require a limitation of the number of shares to be underwritten, the managing underwriter and the Company may limit the Registrable Securities to be included in any Underwritten Public Offering as set forth below. In such event, the Company shall so advise the Purchaser, and the number of shares of Registrable Securities that will be included in the registration and Underwritten Public Offering shall be allocated pro rata between the Company and the Purchaser. No Registrable Securities excluded from the Underwritten Public Offering by reason of the managing underwriter's marketing limitation shall be included in such registration. If the Purchaser disapproves of the terms of the Underwritten Public Offering, the Purchaser
Limitations on Piggyback Registrations. The Company's obligation to include Registrable Securities in the Korean Company Registration pursuant to Section 5 shall be subject to the following limitations: if the managing underwriter(s), if any, of an offering related to the Korean Company Registration determines in its reasonable judgment that marketing factors require a limitation of the number or principal amount of securities that can be included in such offering, the managing underwriter(s) may exclude the appropriate number or principal amount of securities held by the securityholders of the Company, including the Holders, from such registration. If the managing underwriter(s) determines to exclude from such offering any Registrable Securities that the Holders desire to include, or any securities that other Company securityholders with applicable registration rights desire to include, the participating Holder(s) and such other Company securityholders, if any (except for such Person or Persons, if any, upon whose demand such Registration is being made) shall share pro rata in the portion of such offering available to them (the "Available Portion"). Such pro rata allocation of the Available Portion between the Holder, on the one hand, and such other Company securityholders, on the other hand, shall be based on the relation between the aggregate number or amount of Equity Securities that are Registrable Securities of the Holder, on the one hand, and the aggregate number or amount of Equity Securities that such Company securityholders with applicable registration rights are entitled to include, on the other hand.
Limitations on Piggyback Registrations. The Company shall not be required to include any Holder's Registrable Securities in any underwriting unless such Holder accepts the terms of the underwriting as agreed upon between the Company and the underwriters selected by it, provided that such Holder shall be entitled to the same pricing terms. If the Underwriters' Representative or Agent shall advise the Company in writing (with a copy to each Selling Holder) that, in its opinion, the amount of Registrable Securities 732353.7 11 requested to be included in such registration would materially adversely affect such offering, or the timing thereof, then the Company will include in such registration, to the extent of the amount and class which the Company is so advised can be sold without such material adverse effect in such offering (i) the securities proposed to be sold by the Company for its own account; (ii) the Registrable Securities requested to be included in such registration by Holders pursuant to this Section 4; and (iii) all other securities being registered pursuant to the exercise of contractual rights comparable to the rights granted in this Section 4, pro rata based on the estimated gross proceeds from the sale thereof.
Limitations on Piggyback Registrations. Notwithstanding anything herein to the contrary, the Company shall not be required to honor a Request for Registration if the Company is unable to financially bear the cost of the filing of the registration statement because it would render the Company insolvent. However, if the Company is not required to honor a Request for Registration under this subsection 3(d), the Company shall honor such Request if the Holders elect to pay the Registration Expenses.
Limitations on Piggyback Registrations. There shall be no limitation on the number of Piggyback Registrations that the Company shall be required to effect under this Section 3; provided, however, that the Stockholder shall not be permitted to participate in any Piggyback Registration until after the expiration of the Lock-Up Period.
Limitations on Piggyback Registrations. Licensor may make a request for the inclusion of all or any portion of its Registrable Securities in any registration effect pursuant to Section 4.1 at any time after the date hereof through the third anniversary of the date hereof under the procedures set forth herein.
Limitations on Piggyback Registrations. Each Holder of Registrable Securities shall be entitled to unlimited Piggyback Registrations pursuant to the terms of this Section 3.
