Priority of Demand Registration. The Company will not include in the Demand Registration any other of its equity securities without the written consent of the Purchaser. If a Demand Registration is an underwritten offering, and the managing underwriters of such offering advise the Company in writing that, in their opinion, the number of the Shares, the Registerable Shares and other equity securities to be included exceeds the number of the Shares, Registerable Shares and other equity securities which can be sold in such offering, the Company will include in such registration prior to the inclusion of the Registerable Shares and any other of the Company's equity securities, the Shares without regard to the inclusion of any Registerable Shares and/or other equity securities. If in the opinion of the managing underwriters a number of Registerable Shares requested to be included in such registration can be sold (in addition to all of the Shares requested to be sold), such Registerable Shares shall be included pro rata among the respective holders thereof based on a fraction, with respect to each holder, the numerator of which is the number of Registerable Shares requested to be sold by such holder, and the denominator of which is the number of Registerable Shares requested to be included in such Demand Registration by all holders of the Registerable Shares.
Appears in 1 contract
Samples: Subscription Agreement (Cpac Inc)
Priority of Demand Registration. The Company will not include in the Demand Registration any other of its equity securities without the written consent of the Purchaser. If a Demand Registration is an underwritten offering, and the managing underwriters of such offering advise the Company in writing that, in their opinion, the number of the Aggregate Shares, the Registerable Shares and other equity securities to be included exceeds the number of the Aggregate Shares, Registerable Shares and other equity securities which can be sold in such offering, the Company will include in such registration prior to the inclusion of the Registerable Shares and any other of the Company's equity securities, the Aggregate Shares without regard to the inclusion of any Registerable Shares and/or other equity securities. If in the opinion of the managing underwriters a number of Registerable Shares requested to be included in such registration can be sold (in addition to all of the Aggregate Shares requested to be sold), such Registerable Shares shall be included pro rata among the respective holders thereof based on a fraction, with respect to each holder, the numerator of which is the number of Registerable Shares requested to be sold by such holder, and the denominator of which is the number of Registerable Shares requested to be included in such Demand Registration by all holders of the Registerable Shares.
Appears in 1 contract
Samples: Subscription Agreement (Cpac Inc)
Priority of Demand Registration. The Company will not include in the Demand Registration any other of its equity securities without the written consent of the Purchaserholders of a majority of the Registerable Shares requesting such registration. If a Demand Registration is an underwritten offering, and the managing underwriters of such offering advise the Company in writing that, in their opinion, the number of the Registerable Shares, the Registerable Shares shares requested to be included by the Accredited Investor and other equity securities to be included included, exceeds the number of the Registerable Shares, Registerable Shares the shares requested to be included by the Accredited Investor and other equity securities which can be sold in such offering, the Company will include in such registration prior to the inclusion of the Registerable Shares and any other of the Company's equity securities, the Shares shares requested to be sold by the Accredited Investor without regard to the inclusion of any Registerable Shares and/or other equity securities. If in the opinion of the managing underwriters a number of Registerable Shares requested to be included in such registration can be sold (in addition to all of the Shares requested to be sold), such Registerable Shares shall be included included, pro rata among the respective holders thereof based on a fraction, with respect to each holder, the numerator of which is the number of Registerable Shares requested to be sold by such holder, and the denominator of which is the number of Registerable Shares requested to be included in such Demand Registration by all holders of the Registerable Shares.
Appears in 1 contract
Samples: Subscription Agreement (Cpac Inc)
Priority of Demand Registration. The Company will not include in the Demand Registration any other of its equity securities without the written consent of the Purchaserholders of a majority of the Registerable Shares requesting such registration. If a Demand Registration is an underwritten offering, and the managing underwriters of such offering advise the Company in writing that, in their opinion, the number of the Shares, the Registerable Shares and other equity securities to be included exceeds the number of the Shares, Registerable Shares and other equity securities which can be sold in such offering, the Company will include in such registration prior to the inclusion of the Registerable Shares and any other of the Company's equity securities, the Shares without regard to the inclusion of any Registerable Shares and/or other equity securities. If in the opinion of the managing underwriters a number of Registerable Shares requested to be included which in the opinion of such registration underwriters can be sold (in addition to all of the Shares requested to be sold), such Registerable Shares shall be included pro rata among the respective holders thereof based on a fraction, with respect to each holder, the numerator of which is the number of Registerable Shares requested to be sold by such holder, and the denominator of which is the number of Registerable Shares requested to be included in such Demand Registration by all holders of the Registerable Shares.
Appears in 1 contract
Samples: Subscription Agreement (Cpac Inc)