Common use of Priority on Piggyback Registrations Clause in Contracts

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 12 contracts

Samples: Registration Rights Agreement (Amarin Corp Plc\uk), Employment Agreement (Elite Pharmaceuticals Inc /De/), Registration Rights Agreement (Isis Pharmaceuticals Inc)

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Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offeringregistration on behalf of the Company, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 10 contracts

Samples: Registration Rights Agreement (Iomai Corp), Registration Rights Agreement (Iomai Corp), Registration Rights Agreement (Iomai Corp)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, and the managing underwriters advise investment bank advises the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 6 contracts

Samples: Investor Rights Agreement (BG Medicine, Inc.), Investor Rights Agreement (BG Medicine, Inc.), Investor Rights Agreement (BG Medicine, Inc.)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offeringregistration on behalf of the Company, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which that can be sold in such offering without adversely affecting the marketability of the offering, the Company will shall include in such registration, only as may be permitted in the reasonable business judgment of the managing underwriters for such registration:

Appears in 4 contracts

Samples: Registration Rights Agreement (QLT Inc/Bc), Registration Rights Agreement (Atrix Laboratories Inc), Registration Rights Agreement (Isis Pharmaceuticals Inc)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, offering and the managing underwriters advise underwriter advises the Company in writing (with a copy to each party hereto requesting registration of Registrable Securities) that in their its opinion the number of common equity securities which the Company desires to sell, taken together with any Registrable Securities requested to be included in such registration by the Shareholders, exceeds the number which can be sold in such offering without adversely affecting the marketability Maximum Number of the offeringSecurities, the Company will include in such registrationregistration common equity securities in the following priority:

Appears in 3 contracts

Samples: Joinder Agreement (Fidelis Insurance Holdings LTD), Common Share Registration Rights Agreement (Watford Holdings Ltd.), Common Share Registration Rights Agreement (Watford Holdings Ltd.)

Priority on Piggyback Registrations. If a Piggyback Registration ----------------------------------- is to be an underwritten offering, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which that can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 2 contracts

Samples: Newco Registration Rights Agreement (Ribozyme Pharmaceuticals Inc), Registration Rights Agreement (Depomed Inc)

Priority on Piggyback Registrations. If a Piggyback Registration ----------------------------------- is to be an underwritten offeringregistration on behalf of the Company, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which that can be sold in such offering without adversely affecting the marketability of the offering, the Company will shall include in such registration, only as may be permitted in the reasonable business judgment of the managing underwriters for such registration:

Appears in 2 contracts

Samples: Registration Rights Agreement (Depomed Inc), Registration Rights Agreement (Ribozyme Pharmaceuticals Inc)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offeringregistration on behalf of the Company, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will shall include in such registration, only as may be permitted in the reasonable business judgment of the managing underwriters for such registration:

Appears in 2 contracts

Samples: Registration Rights Agreement (Focus Enhancements Inc), Registration Rights Agreement (Photogen Technologies Inc)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offeringregistration of Common Stock, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 2 contracts

Samples: Registration Rights Agreement (Bioject Medical Technologies Inc), Registration Rights Agreement (Bioject Medical Technologies Inc)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offeringregistration, and the managing underwriters advise Underwriter(s) shall give written advice to the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offeringan Underwriters’ Maximum Number, the Company will include in such registrationregistration only the Underwriters’ Maximum Number, which securities will be so included in the following order of priority:

Appears in 2 contracts

Samples: Registration Rights Agreement (Aramark), Registration Rights Agreement (Mantle Ridge LP)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will shall include in such registrationPiggyback Registration, only as may be permitted in the reasonable business judgment of the managing underwriters for such Piggyback Registration:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Depomed Inc), Stock Purchase Agreement (Depomed Inc)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, offering and the managing underwriters advise underwriter advises the Company in writing (with a copy to each party hereto requesting registration of Registrable Securities) that in their its opinion the number of preferred equity securities which the Company desires to sell, taken together with any Registrable Securities requested to be included in such registration by the Shareholders, exceeds the number which can be sold in such offering without adversely affecting the marketability Maximum Number of the offeringSecurities, the Company will include in such registrationregistration preferred equity securities in the following priority:

Appears in 2 contracts

Samples: Share Registration Rights Agreement (Watford Holdings Ltd.), Share Registration Rights Agreement (Watford Holdings Ltd.)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, and the managing underwriters advise underwriter advises the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 2 contracts

Samples: Registration Rights Agreement (Lipocine Inc.), Registration Rights Agreement (Lipocine Inc.)

Priority on Piggyback Registrations. If a Piggyback ----------------------------------- Registration is to be an underwritten offering, and the managing underwriters advise investment bank advises the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 1 contract

Samples: Safescience Newco Registration Rights Agreement (Safescience Inc)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offeringregistration on behalf of the Company, and the managing underwriters underwriter(s) advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 1 contract

Samples: Registration Rights Agreement (Sheffield Pharmaceuticals Inc)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, offering and the managing underwriters advise Managing Underwriter advises the Company (and a Requesting Holder in the case of a registration statement filed pursuant to Section 1 or 2 hereof) in writing (with a copy to each party hereto requesting registration of Registrable Securities) that in their its opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without materially and adversely affecting the marketability of such offering (the offering“Maximum Offering Quantity”), the Company will include in such registrationregistration securities in the following priority:

Appears in 1 contract

Samples: Registration Rights Agreement (Sr Telecom Inc)

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Priority on Piggyback Registrations. If a Piggyback Registration ----------------------------------- is to be an underwritten offering, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 1 contract

Samples: Registration Rights Agreement (Incara Pharmaceuticals Corp)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, and the managing underwriters advise underwriter of the Piggyback Underwritten Offering shall inform the Company in writing of its good faith belief that in their opinion the number of securities Registrable Securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:Piggyback

Appears in 1 contract

Samples: Ambac Financial Group Inc

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will shall include in such registration:

Appears in 1 contract

Samples: Registration Rights Agreement (Incara Pharmaceuticals Corp)

Priority on Piggyback Registrations. If a Piggyback ----------------------------------- Registration is to be an underwritten offeringregistration on behalf of the Company, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 1 contract

Samples: Registration Rights Agreement (Endorex Corp)

Priority on Piggyback Registrations. If Notwithstanding the foregoing, (i) if a Piggyback Registration is to be an a firm commitment underwritten offering, primary offering on behalf of the Company and the managing underwriters advise the Company in writing that that, in their opinion good faith opinion, the number of securities requested to be included in such registration Piggyback Registration exceeds the number which or aggregate dollar amount of such securities that can be sold in such offering without adversely affecting the marketability of such offering of the offeringCompany’s securities (including an adverse effect on the per share offering price), the Company will include in such registration:such

Appears in 1 contract

Samples: Form of Registration Rights Agreement (Standard Parking Corp)

Priority on Piggyback Registrations. If a Piggyback Registration ----------------------------------- is to be an underwritten offering, and the managing underwriters advise investment bank advises the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will include in such registration:

Appears in 1 contract

Samples: Registration Rights Agreement (Safescience Inc)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, primary registration on behalf of the Corporation and the managing underwriters advise the Company Corporation in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company Corporation will include in such registration first, the securities that the Corporation proposes to sell, second, the Registrable Shares held by the Securityholders requested to be included in such registration:, and third, the Xxxxxxx Shares requested to be included in such registration.

Appears in 1 contract

Samples: Recapitalization Agreement (Us Franchise Systems Inc/)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offering, offering and the managing underwriters advise underwriter advises the Company in writing (with a copy to each party hereto requesting registration of Registrable Securities) that in their its opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without materially and adversely affecting the marketability of such offering (the offering“Company Offering Quantity”), the Company will include in such registrationregistration securities in the following priority:

Appears in 1 contract

Samples: Form of Shareholders’ Agreement (Greenlight Capital Re, Ltd.)

Priority on Piggyback Registrations. If a Piggyback Registration ----------------------------------- is to be an underwritten offeringregistration on behalf of the Company, and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of the offering, the Company will shall include in such registration, only as may be permitted in the reasonable business judgment of the managing underwriters for such registration:

Appears in 1 contract

Samples: Registration Rights Agreement (Targeted Genetics Corp /Wa/)

Priority on Piggyback Registrations. If a Piggyback Registration is to be an underwritten offeringprimary registration on behalf of the Company, and the managing underwriters advise the Company in writing (with a copy to each party hereto requesting registration of Registrable Securities) that in their opinion the number of securities requested to be included on a secondary basis in such registration exceeds the number which can be sold in such offering without adversely affecting the marketability of such primary or secondary offering (the offering"Company Offering Quantity"), the Company will include in such registrationregistration securities in the following priority:

Appears in 1 contract

Samples: Securities Purchase and Stockholder Agreement (Advanced Switching Communications Inc)

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