Common use of Priority on Piggyback Registrations Clause in Contracts

Priority on Piggyback Registrations. The Corporation shall use reasonable best efforts to cause the managing underwriter or underwriters of a proposed underwritten offering to permit holders of Registrable Securities who have submitted a Piggyback Notice in connection with such offering to include in such offering all Registrable Securities included in each holder’s Piggyback Notice on the same terms and conditions as any other shares of capital stock, if any, of the Corporation included in the offering. Notwithstanding the foregoing, if the managing underwriter or underwriters of such underwritten offering have informed the Corporation in writing that it is their good faith opinion that the total amount of securities that such holders, the Corporation and any other Persons having rights to participate in such registration, intend to include in such offering is such as to adversely affect the success of such offering, then the amount of securities to be offered for the account of holders of Registrable Securities (other than the Corporation) shall be reduced to the extent necessary to reduce the total amount of securities to be included in such offering to the amount recommended by such managing underwriter or underwriters by first reducing, or eliminating if necessary, all securities of the Corporation requested to be included by the holders of Registrable Securities requesting such registration pro rata among such holders on the basis of the percentage of the Registrable Securities requested to be included in such Registration Statement by such holders.

Priority on Piggyback Registrations. The Corporation Company shall use reasonable best efforts to cause the managing underwriter or underwriters of a proposed underwritten offering to permit direct or indirect holders of Registrable Securities who have submitted a Piggyback Notice in connection with such offering to include in such offering all Registrable Securities included in each holder’s Piggyback Notice on the same terms and conditions as any other shares of capital stock, if any, of the Corporation Company included in the offering. Notwithstanding the foregoing, if the managing underwriter or underwriters of such underwritten offering have informed the Corporation Company in writing that it is their good faith opinion that the total amount of securities that such holders, the Corporation Company and any other Persons having rights to participate in such registration, intend to include in such offering is such as to adversely affect the success of such offering, then the amount of securities to be offered for the account of holders of Registrable Securities (other than the CorporationCompany) shall be reduced to the extent necessary to reduce the total amount of securities to be included in such offering to the amount recommended by such managing underwriter or underwriters by first reducing, or eliminating if necessary, all reducing the securities of the Corporation requested to be included by the holders of Registrable Securities requesting such registration pro rata among such holders on the basis of the percentage relative number of the shares of Registrable Securities requested to be included in such Registration Statement by each such holdersholder.

Priority on Piggyback Registrations. The Corporation Company shall use reasonable best efforts to cause the managing underwriter or underwriters of a proposed underwritten offering to permit holders of Registrable Securities who have submitted a Piggyback Notice requested to be included in connection with the registration for such offering to include in all such offering all Registrable Securities included in each holder’s Piggyback Notice on the same terms and conditions as any other shares of capital stock, if any, of the Corporation Company included in the offeringtherein. Notwithstanding the foregoing, if the managing underwriter or underwriters of such underwritten offering have informed the Corporation Company in writing that it is their good faith opinion that the total amount of securities that such holders, the Corporation Company and any other Persons having rights to participate in such registration, intend to include in such offering is such as to adversely affect the success of such offering, then the amount of securities to be offered for the account of holders of Registrable Securities (other than the CorporationCompany) shall be reduced to the extent necessary to reduce the total amount of securities to be included in such offering to the amount recommended by such managing underwriter or underwriters by first reducing, or eliminating if necessary, all reducing the securities of the Corporation requested to be included by the holders of Registrable Securities requesting such registration pro rata among such holders based on the basis number of the percentage of the Registrable Securities requested to be included in owned directly or indirectly by all such Registration Statement by such holdersPersons.

Priority on Piggyback Registrations. The Corporation Company shall use commercially reasonable best efforts to cause the managing underwriter or underwriters of a proposed underwritten offering to permit holders of the Investor to include Registrable Securities who have submitted a Piggyback Notice in connection with the registration for such offering and to include in all such offering all Registrable Securities included in each holder’s (up to the Piggyback Notice Amount, as reduced) on the same terms and conditions as any other shares of capital stock, if any, of the Corporation Company included in the offeringtherein. Notwithstanding the foregoing, if the managing underwriter or underwriters of such underwritten offering have informed the Corporation in writing Company that it is their good faith opinion that the total amount of securities that such holdersthe Investor, the Corporation Company and any other Persons persons having rights to participate in such registration, intend to include in such offering is such as to adversely affect the success of such offering, then the amount of securities to be offered (i) for the account of holders the Investor and (ii) for the account of Registrable Securities all such other persons (other than the CorporationCompany) shall be reduced to the extent necessary to reduce the total amount of securities to be included in such offering to the amount recommended by such managing underwriter or underwriters by (a) first reducing, or eliminating if necessary, all reducing the securities of the Corporation requested to be included by the holders of Registrable Securities Investor and all such other persons (other than the Company) requesting such registration registration, pro rata among such holders on the basis of the percentage number of the Registrable Securities equity securities requested to be included in such Registration Statement by such holdersholders and (b) second, reducing the securities proposed to be sold by the Company, if any.

Priority on Piggyback Registrations. The Corporation Company shall use commercially reasonable best efforts to cause the managing underwriter or underwriters of a proposed underwritten offering to permit holders of Registrable Securities Holders who have submitted a Piggyback Notice in connection with such offering to include in such offering all Registrable Securities included in each holderHolder’s Piggyback Notice on the same terms and conditions as any other shares of capital stock, if any, of the Corporation Company Securities included in the offering. Notwithstanding the foregoing, if the managing underwriter or underwriters of such underwritten offering have informed the Corporation Company in writing that it is their good faith opinion that the total amount of securities Company Securities that such holdersHolders, the Corporation Company and any other Persons having rights to participate in such registration, intend to include in such offering is such as to adversely affect the success of such offering, then the amount of securities Company Securities to be offered for the account of holders of Registrable Securities (other than the Corporation) in such registration shall be reduced to the extent necessary to reduce the total amount of securities Company Securities to be included in such offering to the amount recommended by such managing underwriter or underwriters by first reducing, or eliminating if necessary, all securities of the Corporation requested to be included by the holders and such number of Registrable Securities requesting such registration pro rata among such holders on the basis of the percentage of the Registrable and other Company Securities requested to shall be included in such Registration Statement by such holders.allocated as follows:

Priority on Piggyback Registrations. The Corporation shall use reasonable best efforts to cause the managing underwriter or underwriters of a proposed underwritten offering to permit direct or indirect holders of Registrable Securities who have submitted a Piggyback Notice in connection with such offering to include in such offering all Registrable Securities included in each holder’s Piggyback Notice on the same terms and conditions as any other shares of capital stock, if any, of the Corporation included in the offering. Notwithstanding the foregoing, if the managing underwriter or underwriters of such underwritten offering have informed the Corporation in writing that it is their good faith opinion that the total amount of securities that such holders, the Corporation and any other Persons having rights to participate in such registration, intend to include in such offering is such as to adversely affect the success of such offering, then the amount of securities to be offered for the account of holders of Registrable Securities (other than the Corporation) shall be reduced to the extent necessary to reduce the total amount of securities to be included in such offering to the amount recommended by such managing underwriter or underwriters by first reducing, or eliminating if necessary, all reducing the securities of the Corporation requested to be included by the holders of Registrable Securities requesting such registration pro rata among such holders on the basis of the percentage relative number of the shares of Registrable Securities requested to be included in such Registration Statement by each such holdersholder.

Priority on Piggyback Registrations. The Corporation shall use reasonable best efforts to cause the managing underwriter or underwriters of a proposed underwritten offering to permit holders of Registrable Securities who have submitted a Piggyback Notice in connection with such offering to include in such offering all Registrable Securities included in each holder’s Piggyback Notice on the same terms and conditions as any other shares of capital stock, if any, of the Corporation included in the offering. Notwithstanding the foregoing, if the managing underwriter or underwriters of such underwritten offering have informed the Corporation in writing that it is their good faith opinion that the total amount of securities that such holders, the Corporation and any other Persons having rights to participate in such registration, intend to include in such offering is such as to adversely affect the success of such offering, then there shall be included in such underwritten offering the number or dollar amount of securities to that in the opinion of such managing underwriter can be offered sold without adversely affecting such offering, and such number of securities shall be allocated as follows, unless the underwriter requires a different allocation: (i) first, securities for which inclusion in such registration was for the account of holders of Registrable Securities (other than the Corporation; (ii) shall be reduced to the extent necessary to reduce the total amount of securities to be included in such offering to the amount recommended by such managing underwriter or underwriters by first reducingsecond, or eliminating if necessary, all securities of the Corporation requested to be included by pro rata among the holders of Registrable Securities requesting such registration pro rata among such holders on the basis of the percentage of the Registrable Securities requested to be included in such Registration Statement registration by such holders; and (iii) third, the securities for which inclusion in such registration was requested by other holders of Corporation securities.

Priority on Piggyback Registrations. The Corporation shall use reasonable best efforts to cause the managing underwriter or underwriters of a proposed underwritten offering to permit holders of Registrable Securities who have submitted a Piggyback Notice in connection with such offering to include in such offering all Registrable Securities included in each holder’s Piggyback Notice on the same terms and conditions as any other shares of capital stock, if any, of the Corporation included in the offering. Notwithstanding the foregoing, if the managing underwriter or underwriters of such underwritten offering have informed the Corporation in writing that it is their good faith opinion that the total amount of securities that such holders, the Corporation and any other Persons having rights to participate in such registration, intend to include in such offering is such as to adversely affect the success of such offering, then the amount of securities to be offered for the account of holders of Registrable Securities (other than the Corporation) shall be reduced to the extent necessary to reduce the total amount of securities to be included in such offering to the amount recommended by such managing underwriter or underwriters by first reducing, or eliminating if necessary, all reducing the securities of the Corporation requested to be included by the holders of Registrable Securities requesting such registration pro rata among such holders on the basis of the percentage of the Registrable Securities requested to be included in such Registration Statement by such holders.