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 of Warrants or Registrable Securities 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 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 Registrable Securities requested to be included in such registration, pro rata among the holders of Registrable Securities (or Warrants therefor) requesting such registration on the basis of the percentage of such Registrable Securities held by or issuable to such holders. In connection with any registration as to which the provisions of this subdivision (g) apply, no securities other than Registrable Securities shall be covered by such registrations. The holders of Warrants or Registrable Securities shall be entitled to no more than two requested registrations pursuant to this Section 2.1.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hallwood Consolidated Resources Corp), Registration Rights Agreement (Hallwood Energy Corp)

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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 of Warrants or Registrable Securities 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 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 offering, Registrable Securities requested to be included in such registration, pro rata among the holders of Registrable Securities (or Warrants therefor) thereof requesting such registration on the basis of the percentage of such the Registrable Securities of the Company held by or issuable to the holders of Registrable Securities which have requested that such holdersSecurities be included. In connection with any registration as to which the provisions of this subdivision clause (g) apply, no securities other than Registrable Securities shall be covered by such registrations. The holders of Warrants or Registrable Securities shall be entitled to no more than two requested registrations pursuant to this Section 2.1registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hightower Jack), Registration Rights Agreement (Petroglyph Energy Inc)

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 of Warrants or Registrable Securities 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 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 Registrable Securities requested to be included in such registration, pro rata among the holders of Registrable Securities (or Warrants therefor) requesting such registration on the basis of the percentage of such Registrable Securities held by or issuable to such holders. In connection with any registration as to which the provisions of this subdivision clause (g) apply, no securities other than Registrable Securities shall be covered by such registrations, including, without limitation, securities that would otherwise be includible under clause (b) of this Section 2.1. The holders of Warrants or Registrable Securities shall be entitled to no more than two only one requested registrations registration pursuant to this Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Boots & Coots International Well Control Inc)

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 of Warrants or Registrable Securities 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 without causing a price reduction that would be below a price range reasonably acceptable to the Requisite Holdersholders of 66-2/3% or more of the Registrable Securities requested to be included in such registration, 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, Registrable Securities requested to be included in such registrationregistration and Common Stock requested to be included in such registration pursuant to the Banks Registration Rights Agreement, allocated pro rata among the holders of Registrable Securities (or Warrants therefor) thereof requesting such registration on the basis of the percentage numbers of such Registrable Securities held or such Common Stock requested to be included by or issuable to such holders. In connection with any registration as to which the provisions of this subdivision clause (g) apply, no securities other than Registrable Securities and Common Stock requested to be included in such registration pursuant to the Banks Registration Rights Agreement shall be covered by such registrations. The holders of Warrants or Registrable Securities shall be entitled to no more than two requested registrations pursuant to this Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Corrpro Companies Inc /Oh/)

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 of Warrants or Registrable Securities 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 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 offering, Registrable Securities requested to be included in such registration, pro rata among the holders of Registrable Securities (or Warrants therefor) thereof requesting such registration on the basis of the percentage of such the Registrable Securities of the Company held by or issuable to the holders of Registrable Securities which have requested that such holdersSecurities be included. In connection with any registration as to which the provisions of this subdivision clause (g) apply, no securities other than Registrable Securities shall be covered by such registrations. The holders of Warrants or Registrable Securities shall be entitled to no more than two requested registrations pursuant to this Section 2.1registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Pure Resources Inc)

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 of Warrants or Registrable Securities requesting registration) that, in its opinion, the number of securities requested to be included in such registration exceeds the number which that can be sold in such offering within a price range acceptable to the Requisite Holders, the Company will include in such registration to the extent of the number which that the Company is so advised can be sold in such offering offering, Registrable Securities requested to be included in such registration, pro rata among the holders of Registrable Securities (or Warrants therefor) thereof requesting such registration on the basis of the percentage of such the Registrable Securities of the Company held by or issuable to the holders of Registrable Securities that have requested that such holdersSecurities by included. In connection with any registration as to which the provisions of this subdivision clause (g) apply, no securities other than Registrable Securities shall be covered by such registrations. The holders of Warrants or Registrable Securities shall be entitled to no more than two requested registrations pursuant to this Section 2.1registration.

Appears in 1 contract

Samples: Registration Rights Agreement (CRC Evans International Inc)

Priority in Requested Registrations. If a requested registration Demand 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 of Warrants or Registrable Securities requesting registration) that, in its opinion, the number of securities requested to be included in such registration exceeds the number which that can be sold in such offering within a price range acceptable to the Requisite Holders, the Company will include in such registration to the extent of the number which that the Company is so advised can be sold in such offering offering, Registrable Securities requested to be included in such registrationDemand Registration, pro rata among the holders of Registrable Securities (or Warrants therefor) Holders thereof requesting such registration on the basis of the percentage of such the Registrable Securities of the Company held by or issuable to the Holders of Registrable Securities that have requested that such holderssecurities be included. In connection with any registration Demand Registration as to which the provisions of this subdivision subsection (gh) apply, no securities other than Registrable Securities shall be covered by such registrations. The holders Demand Registration; moreover, such registration shall not reduce the number of Warrants or available registrations under subsection (f) of this Section 2.1 in the event that the managing underwriter excludes from registration more than fifty percent (50%) of the aggregate number of Registrable Securities shall requested to be entitled to no more than two requested registrations pursuant to this Section 2.1included.

Appears in 1 contract

Samples: Registration Rights Agreement (Encore Acquisition Co)

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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 of Warrants or Registrable Securities 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 Requisite Majority 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 Registrable Securities requested to be included in such registration, pro rata among the holders of Registrable Securities (or Warrants therefor) requesting such registration on the basis of the percentage of such Registrable Securities held by or issuable to such holders. In connection with any registration as to which the provisions of this subdivision clause (gh) apply, no securities other than Registrable Securities shall be covered by such registrations. The holders of Warrants or Registrable Securities shall be entitled to no more than only two requested registrations pursuant to this Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Equity Compression Services Corp)

Priority in Requested Registrations. If a requested registration pursuant to this Section 2.1 2 or a Take- Down pursuant to Section 3(c) involves an underwritten offering, offering and the managing underwriter underwriter(s) shall advise the Company URI in writing (with a copy to each holder Holder of Warrants or Registrable Securities requesting registration) that, in its opinionthe opinion of such managing underwriter(s), the number of securities requested to be included by Holders in such registration exceeds the number which can be sold in such offering within a price range acceptable to the Requisite Holders, the Company will include in such registration to the extent Holders of not less than a majority of the number which the Company is so advised can be sold in such offering of shares of Registrable Securities requested to be included in such registration, only that number of Registrable Securities which URI is so advised can be sold in such offering at such acceptable price shall be included, such Registrable Securities so included being allocated pro rata among the holders of Registrable Securities (or Warrants therefor) Holders requesting such registration on the basis of the percentage number of such securities requested to be included by such Holders, and neither URI nor any holder of Common Shares other than the Holders hereunder shall participate in such requested registration, unless all Registrable Securities held requested by or issuable the Holders to such holders. In connection with any registration as to which be registered are included in the provisions of this subdivision (g) apply, no securities other than Registrable Securities shall be covered by such registrations. The holders of Warrants or Registrable Securities shall be entitled to no more than two requested registrations pursuant to this Section 2.1registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Uranium Resources Inc /De/)

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 of Warrants or Registrable Securities 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 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 offering, Registrable Securities requested to be included in such registration, pro rata among the holders of Registrable Securities (or Warrants therefor) thereof requesting such registration on the basis of the percentage of such the Registrable Securities of the Company held by or issuable to the holders of Registrable Securities which have requested that such holdersSecurities be included. In connection with any registration as to which the provisions of this subdivision clause (g) apply, no securities other than Registrable Securities shall be covered by such registrations. The holders of Warrants or Registrable Securities shall be entitled to no more than two requested registrations pursuant to this Section 2.1registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Titan Exploration Inc)

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 of Warrants or Registrable Securities 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 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 Registrable Securities requested to be included in such registration, pro rata among the holders of Registrable Securities (or Warrants therefor) requesting such registration on the basis of the percentage of such Registrable Securities held by or issuable to such holders. In connection with any registration as to which the provisions of this subdivision clause (gh) apply, no securities other than Registrable Securities shall be covered by such registrations. The holders of Warrants or Registrable Securities shall be entitled to no more than only two requested registrations pursuant to this Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Equity Compression Services Corp)

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