Common use of Priority in Incidental Registrations Clause in Contracts

Priority in Incidental Registrations. If the managing underwriter of any underwritten offering shall inform the Company by letter of its belief that the number of Registrable Securities requested to be included in such registration, when added to the number of other securities to be offered in such registration, would materially adversely affect such offering, then the Company shall include in such registration, to the extent of the number and type which the Company is so advised can be sold in (or during the time of) such offering without so materially adversely affecting such offering (the "

Appears in 18 contracts

Samples: Stock Purchase Agreement (Nextlink Communications Inc / De), Registration Rights Agreement (Forstmann Little & Co Sub Debt & Eq MGMT Buyout Par Vii Lp), Registration Rights Agreement (Forstmann Little & Co Sub Debt & Eq MGMT Buyout Par Vii Lp)

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Priority in Incidental Registrations. If the managing underwriter of any underwritten offering shall inform the Company by letter of its belief that the number of Registrable Securities requested to be included in such registration, when added to the number of other securities to be offered in such registration, would materially adversely affect such offering, then the Company shall include in such registration, to the extent of the number and type which the Company is so advised can be sold in (or during the time of) such offering without so materially adversely affecting such offering (the "β€œ

Appears in 4 contracts

Samples: Registration Rights Agreement (United Auto Group Inc), Purchase Agreement (United Auto Group Inc), Registration Rights Agreement (Penske Capital Partners LLC)

Priority in Incidental Registrations. If the managing underwriter of any underwritten offering shall inform the Company by letter of its belief that the number of Registrable Securities requested to be included in such registration, when added to the number of other securities to be offered in such registration, would materially adversely affect such offering, then the Company shall include in such registration, to the extent of the number and type which the Company is so advised can be sold in (or during the time of) such offering without so materially adversely affecting such offering (the "would

Appears in 1 contract

Samples: Registration Rights Agreement (United Auto Group Inc)

Priority in Incidental Registrations. If the managing underwriter of any the underwritten offering contemplated by this Section 2.2 shall inform the Company and Holders of the Registrable Securities requesting such registration by letter of its belief that the number of Registrable Securities securities requested to be included in such registration, when added to registration exceeds the number of other securities to which can be offered sold in such registration, would materially adversely affect such offering, then the Company shall will include in such registration, to the extent of the number and type which the Company is so advised can be sold in such offering, (or during i) first securities proposed by the time of) such offering without so materially adversely affecting such offering (the "Company to be sold for its own account, and

Appears in 1 contract

Samples: Registration Rights Agreement (Royal Spring Water Inc)

Priority in Incidental Registrations. If the managing underwriter of any underwritten offering shall inform the Reorganized Company by letter of its belief that the number of Registrable Securities requested to be included in such registration, when added to the number of other securities to be offered in such registration, would materially adversely affect such offering, then the Reorganized Company shall include in such registration, to the extent of the number and type which 8 the Reorganized Company is so advised can be sold in (or during the time of) such offering without so materially adversely affecting such offering (the "

Appears in 1 contract

Samples: Registration Rights Agreement (Bio Plexus Inc)

Priority in Incidental Registrations. If the managing underwriter of any underwritten offering shall inform the Company by letter in writing of its belief opinion that the number Aggregate Value of the Registrable Securities requested to be included in such registration, when added to the number aggregate amount of other securities to be offered in such registration, would materially adversely affect such offering, then the Company shall include in such registration, registration such amount of each type of Registrable Securities proposed to the extent of the number and type be included in such offering which the Company is so advised by the managing underwriter can be sold in (or during the time of) such offering without so materially adversely affecting such offering (in the "following order of priority:

Appears in 1 contract

Samples: Registration Rights Agreement (Avatar Holdings Inc)

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Priority in Incidental Registrations. If the managing ------------------------------------ underwriter of any underwritten offering shall inform the Company by letter of its belief that the number of Registrable Securities requested to be included in such registration, when added to the number of other securities to be offered in such registration, would materially adversely affect such offering, then the Company shall include in such registration, to the extent of the number and type which the Company is so advised can be sold in (or during the time of) such offering without so materially adversely affecting such offering (the "

Appears in 1 contract

Samples: Registration Rights Agreement (McLeodusa Inc)

Priority in Incidental Registrations. If (i) Subject to clause (ii) below, if the managing underwriter of any underwritten offering shall inform the Company by letter of its belief that the number of Registrable Securities requested to be included in such registration, when added to the number of other securities to be offered in such registration, would materially adversely affect such offering, then the Company shall include in such registration, to the extent of the number and type which the Company is so advised can be sold in (or during the time of) such offering without so materially adversely affecting such offering (the "

Appears in 1 contract

Samples: Registration Rights Agreement (United Auto Group Inc)

Priority in Incidental Registrations. If the managing underwriter of any underwritten offering shall inform the Reorganized Company by letter of its belief that the number of Registrable Securities requested to be included in such registration, when added to the number of other securities to be offered in such registration, would materially adversely affect such offering, then the Reorganized Company shall include in such registration, to the extent of the number and type which the Reorganized Company is so advised can be sold in (or during the time of) such offering without so materially adversely affecting such offering (the "

Appears in 1 contract

Samples: Registration Rights Agreement (Appaloosa Management Lp)

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