Common use of Priority in Registrations on Request Clause in Contracts

Priority in Registrations on Request. If any registration pursuant to a Holder Request involves an underwritten offering and the managing underwriter of such offering shall inform the Company in writing of its belief that the number of Registrable Securities requested to be included in such registration pursuant to this Section 3.1, when added to the number of any other securities to be offered in such registration, would materially adversely affect such offering, then the Participating Holders shall be entitled to participate on a pro rata basis based on the number of shares of Registrable Securities requested to be included in the offering by each such Participating Holder. The Company and any other Company stockholders that have not expressly been given pari passu or senior rights of participation in accordance with Section 3.1(b) hereof shall have no right to participate in this event, without the consent of the Majority Participating Holders.

Priority in Registrations on Request. If any registration pursuant to a Holder Request involves an underwritten offering and the managing underwriter of such offering shall inform the Company in writing of its belief that the number of Registrable Securities requested to be included in such registration pursuant to this Section 3.1, when added to the number of any other securities to be offered in such registration, would materially adversely affect such offering, then the Participating Holders shall be entitled to participate on a pro rata basis based on the number of shares of Registrable Securities requested to be included in the offering by each such Participating Holder. The Company and any other Company stockholders that have not expressly been given pari passu or senior rights of participation in accordance with Section 3.1(b) hereof holding Registrable Securities shall have no right to participate in this event, without the consent of the Majority Participating Holderssuch a registration unless all Registrable Securities requested to be included are included.