Common use of Priority in Requested Registrations Clause in Contracts

Priority in Requested Registrations. If a requested registration pursuant to this Section 2.1 involves an underwritten offering, and the managing underwriter shall advise the Company in writing (with a copy to each Holder requesting registration) that, in 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 Holders of more than 50% of the Registrable Securities requested to be included in such registration, then the Registrable Securities requested to be registered pursuant to this Section 2.1 shall be reduced to the number of Registrable Securities which the Company is so advised can be sold in (or during the time of) such offering by decreasing the Registrable Securities requested to be registered (pro rata among the Holders requesting such registration on the basis of the percentage of the Registrable Securities held by such Holder immediately prior to the filing of the registration statement with respect to such registration). Nothing in this Section 2.1(h) shall affect the rights of Series A Persons requesting registration to include all of the securities requested to be registered by such Series A Persons in such registration without reduction prior to the inclusion of any Registrable Securities requested to be registered hereunder.

Priority in Requested Registrations. If a requested registration pursuant to this Section 2.1 involves an underwritten offering, and the managing underwriter shall advise the Company in writing (with a copy to each Holder requesting registration) that, in 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 Holders of more than 50% of the Registrable Securities requested to be included in such registration, then the Registrable Securities requested to be registered pursuant to this Section 2.1 shall be reduced to the number of Registrable Securities which the Company is so advised can be sold in (or during the time of) such offering by decreasing the Registrable Securities requested to be registered (pro rata among the Holders requesting such registration on the basis of the percentage of the Registrable Securities held by such Holder immediately prior to the filing of the registration statement with respect to such registration). Nothing in this Section 2.1(h) shall affect (i) the rights of Series A Persons requesting registration to include all of the securities requested to be registered by such Series A Persons in such registration without reduction prior to the inclusion of any Registrable Securities requested to be registered hereunder, or (ii) the rights of Series B Persons, Series C Persons, Series D Persons, Series F Persons, and Series G Persons requesting registration to include securities in such registration on a pro rata basis with the Registrable Securities of Holders hereunder in the same manner as described in Section 2.1(c) hereof.

Priority in Requested Registrations. If a requested registration pursuant to this Section 2.1 involves an underwritten offering, and the managing underwriter shall advise the Company in writing (with a copy to each Holder requesting registration) that, in 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 Holders of more than 50% of the Registrable Securities requested to be included in such registration, then the Registrable Securities requested to be registered pursuant to this Section 2.1 shall be reduced to the number of Registrable Securities which the Company is so advised can be sold in (or during the time of) such offering by decreasing the Registrable Securities requested to be registered (pro rata among the Holders requesting such registration on the basis of the percentage of the Registrable Securities held by such Holder immediately prior to the filing of the registration statement with respect to such registration). Nothing in this Section 2.1(h) shall affect (i) the rights of Series A Persons requesting registration to include all of the securities requested to be registered by such Series A Persons in such registration without reduction prior to the inclusion of any Registrable Securities requested to be registered hereunder, or (ii) the rights of Series B Persons, Series C Persons and Series D Persons requesting registration to include securities in such registration on a pro rata basis with the Registrable Securities of Holders hereunder in the same manner as described in Section 2.1(c) hereof.

Priority in Requested Registrations. If a requested registration pursuant to this Section 2.1 involves an underwritten offering, and the managing underwriter shall advise the Company in writing (with a copy to each Holder requesting registration) that, in its opinion, the number of securities requested to be included in such such, registration exceeds the number which can be sold in such offering within a price range acceptable to the Holders of more than 50% of the Registrable Securities requested to be included in such registration, then the Registrable Securities requested to be registered pursuant to this Section 2.1 shall be reduced to the number of Registrable Securities which the Company is so advised can be sold in (or during the time of) such offering by decreasing the Registrable Securities requested to be registered (pro rata among the Holders requesting such registration on the basis of the percentage of the Registrable Securities held by such Holder immediately prior to the filing of the registration statement with respect to such registration). Nothing in this Section 2.1(h) shall affect (i) the rights of Series A Persons requesting registration to include all of the securities requested to be registered by such Series A Persons in such registration without reduction prior to the inclusion of any Registrable Securities requested to be registered hereunder, or (ii) the rights of Series B Persons and Series C Persons requesting registration to include securities in such registration on a pro rata basis with the Registrable Securities of Holders hereunder in the same manner as described in Section 2.1(c) hereof.

Priority in Requested Registrations. If a requested registration pursuant to this Section 2.1 involves an underwritten offering, and the managing underwriter shall advise the Company in writing (with a copy to each Holder requesting registration) that, in 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 Holders of more than 50% of the Registrable Securities requested to be included in such registration, then the Registrable Securities requested to be registered pursuant to this Section 2.1 shall be reduced to the number of Registrable Securities which the Company is so advised can be sold in (or during the time of) such offering by decreasing the Registrable Securities requested to be registered (pro rata among the Holders requesting such registration on the basis of the percentage of the Registrable Securities held by such Holder immediately prior to the filing of the registration statement with respect to such registration). Nothing in this Section 2.1(h) shall affect (i) the rights of Series A Persons requesting registration to include all of the securities requested to be registered by such Series A Persons in such registration without reduction prior to the inclusion of any Registrable Securities requested to be registered hereunder. or (ii) the rights of Series B Persons requesting registration to include securities in such registration on a pro rata basis with the Registrable Securities of Holders hereunder in the same manner as described in Section 2.I(c) hereof.