Common use of Priority in Requested Registrations Clause in Contracts

Priority in Requested Registrations. If a requested registration pursuant to this Article 9.1 involves an underwritten offering, and if the lead managers of such registration advise the Company in writing (with a copy to the Registering Holders) that, in their opinion, the number of securities requested to be included in such registration exceeds the number which can be sold in such offering within a price range acceptable to the Initiating Holders, the Company will include in such registration, to the extent of the number which the Company is so advised can be sold in such offering, (i)first, Registrable Securities requested to be included in such registration by the Shareholders (pro rata among them based on the number of Registrable Securities they sought to include in such registration),(ii)second, securities for the Company’s account (the proceeds of which will be used for general corporate purposes); and (iii) third, any other securities requested to be included in the relevant registration by third parties pursuant to registration rights granted by the Company in compliance with Article 9.6. For the avoidance of doubt, the number of Shares of Registrable Securities to be included by the Initiating Holders in such underwriting shall be reduced pro rata to the Shares of the Registering Holders electing to participate in such underwriting. For the avoidance of doubt, each Shareholder may demand registration of its Shares on the relevant stock exchange at any time after completion of the IPO and may sell its shares on the relevant stock exchange, subject only to share transfer restrictions in this or other applicable agreements.

Priority in Requested Registrations. If a requested ----------------------------------- registration pursuant to this Article 9.1 Section 2(a) involves an underwritten offering, and if the lead managers of such registration managing underwriter shall advise the Company in writing (with a copy to the Registering Holderseach Requesting Holder) that, in their its opinion, the number of securities requested to be included in such registration by the Quad-C Holders, the Skylark Holders and the Requesting Holders exceeds the number which can be sold in an orderly manner in such offering within a price range acceptable to the Initiating Quad-C Holders or the Skylark Holders, as the case may be, the Company will include in such registration, registration to the extent of the number which the Company is so advised can be sold in such offering, offering (i)firstA) first, Registrable Securities requested to be included in such registration by the Shareholders Quad-C Holders or the Skylark Holders, as the case may be and (B) second, Registrable Securities requested to be included in such registration by the Requesting Holders; pro rata among them based such holders on the basis of the number of Registrable Securities they sought to include in such registration),(ii)second, securities for the Company’s account (the proceeds of which will be used for general corporate purposes); and (iii) third, any other securities requested to be included so registered; provided that Executives shall not have any right to include -------- Registrable Securities in the relevant registration constituting the Initial Public Offering unless recommended by third parties the Board of Directors of the Company and approved by the underwriters. Notwithstanding anything herein to the contrary, the Company will not include in any registration pursuant to registration rights granted by the Company in compliance with Article 9.6. For the avoidance of doubt, the number of Shares of this Section 2(a) any securities which are not Registrable Securities to be included by without the Initiating Holders in such underwriting shall be reduced pro rata to the Shares consent of the Registering Holders electing to participate in such underwriting. For the avoidance of doubt, each Shareholder may demand registration of its Shares on the relevant stock exchange at any time after completion of the IPO and may sell its shares on the relevant stock exchange, subject only to share transfer restrictions in this or other applicable agreementsInvestors.

Priority in Requested Registrations. If a requested registration pursuant to this Article 9.1 Section 2.1 involves an underwritten offering, and if the lead managers of such registration managing underwriter shall advise the Company in writing (with a copy to the Registering Holderseach holder of Registrable Securities requesting registration) that, in their its opinion, the number of securities requested to be included in such registration exceeds the number which can be sold in such offering within a price range acceptable to the Initiating Requisite Holders, the Company will include in such registration, to the extent of the number which the Company is so advised can be sold in such offering, securities requested to be included in such registration in the following priority: (i)firsti) first, Registrable Securities requested to be included in such registration by the Shareholders (registration, pro rata among them based the holders thereof requesting such registration on the basis of the percentage of the Registrable Securities held by the holders of Registrable Securities which have requested that such securities be included; (ii) second, DEEP Registrable Securities requested to be included in such registration, pro rata among the DEEP Holders requesting such registration on the basis of the number of DEEP Registrable Securities they sought each such DEEP Holder requested to include in such registration),(ii)second, securities for the Company’s account (the proceeds of which will be used for general corporate purposes)included; and and (iii) third, any subject to Section 2.1(b), all other securities of the Company requested to be included in such registration pro rata on the relevant registration by third parties pursuant to registration rights granted by the Company in compliance with Article 9.6. For the avoidance basis of doubt, the number of Shares of Registrable Securities such securities so proposed to be included by the Initiating Holders in such underwriting shall sold and so requested to be reduced pro rata to the Shares of the Registering Holders electing to participate in such underwriting. For the avoidance of doubt, each Shareholder may demand registration of its Shares on the relevant stock exchange at any time after completion of the IPO and may sell its shares on the relevant stock exchange, subject only to share transfer restrictions in this or other applicable agreementsincluded.