Common use of Priority in Piggyback Registrations Clause in Contracts

Priority in Piggyback Registrations. If the managing underwriter for a registration pursuant to Section 4.7 shall advise LPL in writing that, in its opinion, the number of Registrable Securities requested to be included in such registration exceeds the number (the “Maximum Sale Number”) that can be sold in an orderly manner in such offering within a price range acceptable to LPL, as the case may be, LPL shall include in such offering the following Shares: (i) first, all the Shares, if any, LPL or the Registering Party, as the case may be, proposes to register for its own sale, and (ii) second, all Registrable Securities requested to be included by the Stockholders (or if the number of such Registrable Securities exceeds the Maximum Sale Number less the number of Shares included pursuant to clause (i) above, then the number of such Registrable Securities included in such registration pursuant to this clause (ii) shall be equal to the excess of the Maximum Sale Number over the number of Shares included pursuant to clause (i) above and shall be allocated so as to allow pro rata participation for all requesting Stockholders, on the basis of the relative number of Registrable Securities each such Stockholder had requested to have included in such registration).

Appears in 3 contracts

Samples: Stockholders’ Agreement (LPL Investment Holdings Inc.), Stockholders’ Agreement (LPL Investment Holdings Inc.), Stockholders’ Agreement (LPL Investment Holdings Inc.)

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Priority in Piggyback Registrations. If the managing underwriter for a registration pursuant to this Section 4.7 4.1 shall advise LPL the Company in writing that, in its opinion, the number of Registrable Securities requested to be included in such registration exceeds the number (the “Maximum Sale Number”) that can be sold in an orderly manner in such offering within a price range acceptable to LPLthe Company or the shareholder for which such registration was initially proposed to be effected, as the case may be, LPL Company shall include in such offering the following Ordinary Shares: (ia) first, all the Ordinary Shares, if any, LPL or the Registering Party, as the case may be, Company proposes to register for its own sale, and (iib) second, all Registrable Securities requested to be included by the Stockholders all Shareholders (or if the number of such Registrable Securities exceeds the Maximum Sale Number less the number of Ordinary Shares included pursuant to clause (ia) above, then the number of such Registrable Securities included in such registration pursuant to this clause (iib) shall be equal to the excess of the Maximum Sale Number over the number of Ordinary Shares included pursuant to clause (ia) above and shall be allocated so as to allow pro rata participation for among all requesting StockholdersShareholders, on the basis of the relative number of Registrable Securities each such Stockholder Shareholder had requested to have included in such registration).

Appears in 1 contract

Samples: Shareholders Agreement (Global Indemnity PLC)

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Priority in Piggyback Registrations. If the managing underwriter for a registration pursuant to Section 4.7 6.1(g) shall advise LPL Buyer in writing that, in its opinion, the number of Registrable Securities requested to be included in such registration exceeds the number (the “Maximum Sale Number”) that can be sold in an orderly manner in such offering within a price range acceptable to LPLBuyer or the Demanding Party, as the case may be, LPL Buyer shall include in such offering the following Shares: (ia) first, all the Shares, if any, LPL Buyer or the Registering Demanding Party, as the case may be, proposes to register for its own sale, and (iib) second, all Registrable Securities requested to be included by the all other Stockholders (or if the number of such Registrable Securities exceeds the Maximum Sale Number less the number of Shares included pursuant to clause (ia) above, then the number of such Registrable Securities included in such registration pursuant to this clause (iib) shall be equal to the excess of the Maximum Sale Number over the number of Shares included pursuant to clause (ia) above and shall be allocated so as to allow two times pro rata participation for all requesting StockholdersFounders, and one times pro rata participation for all requesting Sponsors, Managers and Holders, on the basis of the relative number of Registrable Securities each such Stockholder had requested to have included in such registration).

Appears in 1 contract

Samples: Stockholders Agreement (LPL Investment Holdings Inc.)

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