Common use of Priority in Piggy-Back Registration Rights Clause in Contracts

Priority in Piggy-Back Registration Rights. If a registration pursuant to this Section 1.2 involves an underwritten offering and the managing underwriter advises that the aggregate number of securities proposed to be included in such offering should be reduced due to market conditions or otherwise, the Company shall include in such registration, to the extent permitted by the terms of the Specified Agreements, up to the number of the following securities that the Company is so advised can be sold, in the following order of priority: (i) securities proposed to be included by the Company, (ii) on a pro rata basis in accordance with the number of securities proposed by the relevant Persons to be included in such registration, securities proposed to be included by any stockholder triggering such piggy-back registration and Registrable Securities requested by the Participating Holder to be included pursuant to Section 1.2(a) and (iii) on a pro rata basis in accordance with the number of securities proposed by the relevant Persons to be included in such registration, other securities of the Company requested to be included by any other holder having the right to include securities in such registration.

Priority in Piggy-Back Registration Rights. If a the registration pursuant referred to this in Section 1.2 involves 2(b) is to be an underwritten public offering for the account of the Company and the managing underwriter advises or underwriters advise the Company in writing that, in their reasonable good faith opinion, marketing or other factors dictate that a limitation on the aggregate number of securities proposed to shares of Common Stock which may be included in such offering should be reduced due the Registration Statement is necessary to market conditions or otherwisefacilitate and not adversely affect the proposed offering, then the Company shall include in such registration: (i) first, all securities the Company proposes to the extent permitted by the terms of the Specified Agreementssell for its own account, (ii) second, up to the full number of the following securities that the Company is so advised can be sold, in the following order of priority: (i) securities proposed to be included registered for the account of the holders of securities entitled to inclusion of their securities in the Registration Statement by reason of demand registration rights, (iii) third, the securities requested to be registered by the CompanyHolders, (ii) on a pro rata basis in accordance with based on the number of securities proposed by the relevant Persons Registrable Shares each has requested to be included in such registration, securities proposed to be included by any stockholder triggering such piggy-back registration and Registrable Securities requested by the Participating Holder to be included pursuant to Section 1.2(a) and (iiiiv) on a fourth, the securities held by other holders of securities entitled to participate in the registration, drawn from them pro rata basis in accordance with based on the number of securities proposed by the relevant Persons each has requested to be included in such registration, other securities of the Company requested to be included by any other holder having the right to include securities in such registration.

Priority in Piggy-Back Registration Rights. If a the registration pursuant referred to this in Section 1.2 involves 2(b) is to be an underwritten public offering for the account of the Company and the managing underwriter advises or underwriters advise the Company in writing that, in their reasonable good faith opinion, marketing or other factors dictate that a limitation on the aggregate number of securities proposed to shares of Common Stock which may be included in such offering should be reduced due the Registration Statement is necessary to market conditions or otherwisefacilitate and not adversely affect the proposed offering, then the Company shall include in such registration: (i) first, all securities the Company proposes to the extent permitted by the terms of the Specified Agreementssell for its own account, (ii) second, up to the full number of the following securities that the Company is so advised can be sold, in the following order of priority: (i) securities proposed to be included registered for the account of the holders of securities entitled to inclusion of their securities in the Registration Statement by reason of demand registration rights, (iii) third, the securities requested to be registered by the CompanyHolders, (ii) on a pro rata basis in accordance with based on the number of securities proposed by the relevant Persons Registrable Shares each has requested to be included in such registration, securities proposed to be included by any stockholder triggering such piggy-back registration and Registrable Securities requested by the Participating Holder to be included pursuant to Section 1.2(a) and (iiiiv) on a fourth, the securities held by other holders of securities entitled to participate in the registration, drawn from them pro rata basis in accordance with based on the number of securities proposed by the relevant Persons each has requested to be included in such registration, other securities of the Company requested to be included by any other holder having the right to include securities in such registration.