Common use of Priority in Registration Clause in Contracts

Priority in Registration. If an Incidental Registration is an underwritten offering, and the managing underwriters shall give written advice to the Holders and the Company that, in their opinion, market conditions dictate that no more than a Underwriter’s Maximum Number could successfully be included in such registration without having an adverse effect on the success of the offering (including, without limitation, an impact on the selling price or the number of Registrable Securities that may be sold within a price range acceptable to the Company or the security holders who initiated such Incidental Registration, as the case may be), then the Company shall be required to include in such registration only such number of securities as is equal to the Underwriter’s Maximum Number (“Incidental Registration Cutback”) and the Company and the Holders will participate in such offering in the following order of priority:

Appears in 3 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Zayo Group Holdings, Inc.), Registration Rights Agreement (Zayo Group Holdings, Inc.)

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Priority in Registration. If an Incidental a Requested Registration is an underwritten offering, and the managing underwriters shall give written advice to the Holders and the Company that, in their opinion, market conditions dictate that no more than a specified maximum number of securities (the “Underwriter’s Maximum Number Number”) could successfully be included in such registration without having an adverse effect on the success of the offering (including, without limitation, an impact on the selling price or the number of Registrable Securities that may be sold within a price range acceptable to the Company or Holders of a majority of the security holders who initiated Registrable Securities requested to be included in such Incidental Registration, as the case may beregistration), then the Company shall be required to include in such registration only such number of securities as is equal to the Underwriter’s Maximum Number (“Incidental Requested Registration Cutback”) and the Company and the Holders will participate in such offering in the following order of priority:

Appears in 3 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Zayo Group Holdings, Inc.), Registration Rights Agreement (Zayo Group Holdings, Inc.)

Priority in Registration. If an Incidental Registration is an underwritten offering, and the managing underwriters shall give written advice to the Holders and the Company that, in their opinion, market conditions dictate that no more than a an Underwriter’s Maximum Number could successfully be included in such registration without having an adverse effect on the success of the offering (including, without limitation, an impact on the selling price or the number of Registrable Securities that may be sold within a price range acceptable to the Company or the security holders who initiated such Incidental Registration, as the case may be), then the Company shall be required to include in such registration only such number of securities as is equal to the Underwriter’s Maximum Number (“Incidental Registration Cutback”) and the Company and the Holders will participate in such offering in the following order of priority:

Appears in 2 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (National General Holdings Corp.)

Priority in Registration. If an Incidental a Requested Registration is an underwritten offering, and the managing underwriters shall give written advice to the Holders and the Company that, in their opinion, market conditions dictate that no more than a specified maximum number of securities (the “Underwriter’s Maximum Number Number”) could successfully be included in such registration without having an adverse effect on the success of the offering (including, without limitation, an impact on the selling price or the number of Registrable Securities that may be sold within a price range acceptable to the Company or Qualified Purchaser(s) initiating the security holders who initiated such Incidental Requested Registration, as the case may be), then the Company shall be required to include in such registration only such number of securities as is equal to the Underwriter’s Maximum Number (“Incidental Requested Registration Cutback”) and the Company and the Holders will participate in such offering in the following order of priority:

Appears in 2 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (National General Holdings Corp.)

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Priority in Registration. If an Incidental Registration is an underwritten offering, and the managing underwriters shall give written advice to the Holders and the Company that, in their opinion, market conditions dictate that no more than a specified maximum number of securities (the “Underwriter’s Maximum Number Number”) could successfully be included in such registration without having an adverse effect on the success of the offering (including, without limitation, an impact on the selling price or the number of Registrable Securities Shares that may be sold within a price range acceptable to the Company or Investors initiating the security holders who initiated such Incidental Registration, as the case may be), then the Company shall be required to include in such registration only such number of securities as is equal to the Underwriter’s Maximum Number (“Incidental Registration Cutback”) and the Company and the Holders will participate in such offering in the following order of priority:

Appears in 1 contract

Samples: Registration Rights Agreement (Aims Worldwide Inc)

Priority in Registration. If an Incidental a Requested Registration is an underwritten offering, and the managing underwriters shall give written advice to the Majority Preferred Stock Holders and the Company that, in their opinion, market conditions dictate that no more than a specified maximum number of securities (the “Underwriter’s Maximum Number Number”) could successfully be included in such registration without having an adverse effect on the success of the offering (including, without limitation, an impact on the selling price or the number of Registrable Securities that may be sold within a price range acceptable to the Company or Majority Preferred Stock Holders initiating the security holders who initiated such Incidental Requested Registration, as the case may be), then the Company shall be required to include in such registration only such number of securities as is equal to the Underwriter’s Maximum Number (“Incidental Requested Registration Cutback”) and the Company and the Preferred Stock Holders will participate in such offering in the following order of priority:

Appears in 1 contract

Samples: Investor Rights Agreement (Vaccinex, Inc.)

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