Common use of Priority in Incidental Registration Clause in Contracts

Priority in Incidental Registration. In a registration pursuant to Section 3.2 hereof, if the managing underwriter of any underwritten offering to which Section 3.2 pertains shall inform the Company by letter of its belief that the number of shares of Shareholder Common Stock to be included in such registration would adversely affect its ability to effect such offering, then the Company will be required to include in such registration only that number of shares of Shareholder Common Stock which it is so advised can be included in such offering without so adversely affecting it. With respect to a registration that is the subject of Section 3.2 hereof, shares of Common Stock proposed by the Company to be registered for issuance by the Company or for sale by third parties exercising "demand" registration rights shall have the first priority and all other shares of Common Stock to be registered, including any and all shares of Shareholder Common Stock owned by the Holders shall be given second priority without preference among the relevant Holders. If less than all of the shares of Shareholder Common Stock duly requested to be included in such registration are to be registered therein, such shares of Shareholder Common Stock shall be included in the registration pro rata based on the total number of such shares sought to be registered other than for issuance by the Company or for sale by third parties exercising "demand" registration rights in accordance with the preceding sentence.

Priority in Incidental Registration. In a registration pursuant to Section 3.2 hereof, if the managing underwriter of any such underwritten offering to which Section 3.2 pertains shall inform the Company by letter of its belief that the number of shares of Shareholder Common Stock to be included in such registration would adversely affect its ability to effect such offering, then the Company will be required to include in such registration only that number of shares of Shareholder Common Stock which it is so advised can be included in such offering without so adversely affecting it. With respect to a registration that is the subject of Section 3.2 hereof, shares of Common Stock proposed by the Company to be registered for issuance by the Company or for sale by third parties exercising "demand" registration rights shall have the first priority and all other shares of Common Stock to be registered, including any and all shares of Shareholder Common Stock owned by the Holders Shareholders shall be given second priority without preference among the relevant Holdersholders. If less than all of the shares of Shareholder Common Stock duly requested to be included in such registration are to be registered therein, such shares of Shareholder Common Stock shall be included in the registration pro rata based on the total number of such shares sought to be registered other than for issuance by the Company or for sale by third parties exercising "demand" registration rights in accordance with the preceding sentence.

Priority in Incidental Registration. In a registration pursuant to Section 3.2 hereof, if the managing underwriter of any such underwritten offering to which Section 3.2 pertains shall inform the Company by letter of its belief that the number of shares of Shareholder Common Stock to be included in such registration would adversely affect its ability to effect such offering, then the Company will be required to include in such registration only that number of shares of Shareholder Common Stock which it is so advised can be included in such offering without so adversely affecting it. With respect to a registration that is the subject of Section 3.2 hereof, shares of Common Stock proposed by the Company to be registered for issuance by the Company or for sale by third parties exercising "demand" registration rights shall have the first priority and all other shares of Common Stock to be registered, including any and all shares of Shareholder Common Stock owned by the Holders shall be given second priority without preference among the relevant Holdersholders. If less than all of the shares of Shareholder Common Stock duly requested to be included in such registration are to be registered therein, such shares of Shareholder Common Stock shall be included in the registration pro rata based on the total number of such shares sought to be registered other than for issuance by the Company or for sale by third parties exercising "demand" registration rights in accordance with the preceding sentence.

Priority in Incidental Registration. In a registration pursuant to Section 3.2 hereof----------------------------------- this Article III, if the managing underwriter of any such underwritten offering to which Section 3.2 pertains shall inform the Company by letter of its belief that the number of shares of Shareholder Common Stock to be included in such registration would adversely affect its ability to effect such offering, then the Company will be required to include in such registration only that number of shares of Shareholder Common Stock which it is so advised can should be included in such offering without so adversely affecting itoffering. With respect to a registration that is the subject Shares of Section 3.2 hereof, shares of Shareholder Common Stock proposed by the Company to be registered for issuance by the Company or for sale by third parties exercising "demand" registration rights shall have the first priority and all other shares of Shareholder Common Stock to be registered, including any and all shares of Shareholder Common Stock owned by the Holders Shareholders shall be given second priority without preference among the relevant Holdersholders. If less than all of the shares of Shareholder Common Stock duly requested to be included in such registration are to be registered thereinregistered, such shares of Shareholder Common Stock shall be included in the registration pro rata based on --- ---- the total number of such shares sought to be registered other than for issuance by the Company or for sale by third parties exercising "demand" registration rights in accordance with the preceding sentenceCompany.