Common use of Priority on Company Registrations Clause in Contracts

Priority on Company Registrations. If a Piggy-back Registration is an underwritten registration on behalf of the Company, and the managing underwriters advise the Company in writing that in their good faith opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering, the Company will include in such registration (i) first, the securities the Company proposes to sell, (ii) second, the Registrable Securities requested to be included in such registration, provided, that if the managing underwriters in good faith determine that a lower number of Registrable Securities should be included, then the Company shall be required to include in the underwriting only that lower number of Registrable Securities, and the holders of Registrable Securities who have requested registration shall participate in the underwriting pro rata based upon their total ownership of Registrable Securities on a Diluted Basis, and (iii) third, if all Registrable Securities requested to be included in such registration are included in the registration, other securities requested to be included in such registration.

Priority on Company Registrations. If a Piggy-back Registration is an underwritten registration on behalf of the Company, and the managing underwriters advise the Company in writing that in their good faith opinion the number of securities requested to be included in such registration exceeds the largest number of securities which can be sold in without having a material adverse effect on such offering, including the price at which such securities can be sold, the Company will include in such offering and registration (i) first, the securities the Company proposes to sell, (ii) second, the Registrable Securities requested to be included therein by any Holder and (iii) third, the securities requested to be included therein by the holders of the Company’s securities (other than the Holders). If a reduction in such registration, provided, that if the managing underwriters in good faith determine that a lower number of Registrable Securities should be includedincluded is required pursuant to the preceding sentence, then the Company shall be required to include in the underwriting only that lower number of Registrable Securities, and the holders of Registrable Securities Holders who have requested registration shall participate in the underwriting pro rata based upon their total ownership the number of Registrable Securities on a Diluted Basis, and (iii) third, if all Registrable Securities requested to be included in such registration are included in registered by the registration, other securities requested to be included in such registrationHolders.