Common use of Priority of Piggyback Registration Clause in Contracts

Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering in a Piggyback Registration inform the Company and the holders of such Registrable Securities in writing that the total amount or kind of securities which such holders and any other Persons intend to include in such offering exceeds the number which can be sold in such offering so as to have a significant adverse effect on the price, timing or distribution of the securities offered in such offering or the market for the Company's Common Stock, then the securities to be included in such Registration shall be (i) first, 100% of the securities that the Company proposes to sell, (ii) second, and only if all the securities referenced in clause (i) have been included, the number of Registrable Securities that, in the opinion of such underwriter or underwriters, can be sold without having such adverse effect, allocated as follows: (A) in the Initial Public Offering and

Appears in 1 contract

Samples: Registration Rights Agreement (Classic Communications Inc)

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Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering offering of Registrable Securities included in a Piggyback Registration inform informs the Company and the holders of such Registrable Securities Investors in writing that, in its or their opinion, the aggregate number of securities that the total amount or kind of securities which such holders Investors and any other Persons intend to include in such offering exceeds the number which that can be sold in such offering so as without being likely to have a significant adverse effect on the price, timing or distribution of the securities offered in such offering or the market for the Company's Common Stocksecurities offered, then the securities to be included in such Registration shall be (i) first, one hundred percent (100% %) of the securities that the Company proposes to sell, and (ii) second, and only if all the securities referenced referred to in clause (i) have been included, the number of the Investors’ Registrable Securities that, in the opinion of such managing underwriter or underwriters, can be sold without having such adverse effecteffect and (iii) third, allocated as follows: and only if all of the Registrable Securities referred to in clause (Aii) have been included in the Initial Public Offering andsuch Registration, any other securities eligible for inclusion in such Registration.

Appears in 1 contract

Samples: Registration Rights Agreement (SELLAS Life Sciences Group, Inc.)

Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering offering of Registrable Securities included in a Piggyback Registration inform informs the Company and the holders of such Registrable Securities Investor in writing that, in its or their opinion, the number of securities that the total amount or kind of securities which such holders Investor and any other Persons persons intend to include in such offering exceeds the number which that can be sold in such offering so as without being likely to have a significant adverse effect on the price, timing or distribution of the securities offered in such offering or the market for the Company's Common Stocksecurities offered, then the securities to be included in such Registration shall be (i) first, one hundred percent (100% %) of the securities that the Company proposes to sell, and (ii) second, and only if all the securities referenced referred to in clause (i) have been included, the number of Registrable Securities that, in the opinion of such managing underwriter or underwriters, can be sold without having such adverse effect, allocated as follows: and (Aiii) third, and only if all of the Registrable Securities referred to in the Initial Public Offering andclause (ii) have been included in such Registration, any other securities eligible for inclusion in such Registration. (c)

Appears in 1 contract

Samples: Execution Version Registration Rights Agreement (Nanobiotix S.A.)

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Priority of Piggyback Registration. If the managing underwriter or underwriters of any proposed Underwritten Offering in a Piggyback Registration inform the Company and the holders of such Registrable Securities in writing informs New Journal that the total amount or kind of securities which New Journal and all Persons requesting inclusion in such holders and any other Persons Piggyback Registration intend to include in such offering exceeds the number which can be sold in such offering so as without being likely to have a significant adverse effect on the price, timing or distribution of the securities offered in such offering or the market for the Company's Common StockEquity Securities, then the securities to be included in such Registration shall be (i) first, 100% of the securities that the Company New Journal proposes to sell, (ii) second, and only if all the securities referenced in clause (i) have been included, the number of Registrable Securities that, in the opinion of such underwriter or underwriters, can be sold without having such adverse effect, allocated pro rata among the securities requested to be included in such Registration by the Family Shareholders (or otherwise as follows: they may agree) and (Aiii) third, and only if all of the Registrable Securities referenced in the Initial Public Offering andclauses (i) and (ii) have been included, any other securities eligible for inclusion in such Registration.

Appears in 1 contract

Samples: Shareholders Agreement (Journal Co)

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