Common use of Priority on Piggyback Registrations Clause in Contracts

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, the lead or co-managing underwriter(s) advise(s) the Company, in writing, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the Company, by others who have sought to have Registrable Securities registered pursuant to any rights to demand registration (other than pursuant to so called “piggyback” or other incidental or participation registration rights described herein) (such demand rights being “Other Demand Rights” and such Persons being “Other Demanding Sellers”), by the Piggyback Sellers and by any other proposed sellers, as the case may be, would adversely affect the distribution of the securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company is so advised by such lead or co-managing underwriter(s) can be sold without such an effect, as follows and in the following order of priority:

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, the lead or co-managing underwriter(s) advise(s) the CompanyMonsoon, in writing, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the CompanyMonsoon, by others who have sought to have Registrable Securities registered pursuant to any rights to demand registration (other than pursuant to so called “piggyback” or other incidental or participation registration rights described herein) (such demand rights being “Other Demand Rights” and such Persons being “Other Demanding Sellers”), by the Piggyback Sellers and by any other proposed sellers, as the case may be, would adversely affect the distribution of the securities sought to be sold pursuant thereto, then the Company Monsoon shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company Monsoon is so advised by such lead or co-managing underwriter(s) can be sold without such an effect, as follows and in the following order of priority:

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, any managing underwriter (or, if such Piggyback Registration is not an underwritten offering, a nationally recognized independent investment banking firm selected by the lead or co-managing underwriter(s) advise(s) Company (and reasonably acceptable to the holders of a majority of the Registrable Securities sought to be included in such Piggyback Registration and whose fees and expenses shall be borne solely by the Company, )) advises the Company and the holders of the Registrable Securities to be included in writingsuch Piggyback Registration, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the Company, by others who have sought to have any holders of Registrable Securities registered pursuant seeking to any rights to demand registration sell such securities in such Piggyback Registration (other than pursuant to so called “piggyback” or other incidental or participation registration rights described herein"Piggyback Sellers") (such demand rights being “Other Demand Rights” and such Persons being “Other Demanding Sellers”), by the Piggyback Sellers and by any other proposed sellers, as the case may bein each case, if any, would adversely affect the distribution marketability of the securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company is and the Piggyback Sellers are so advised by such lead or co-managing underwriter(s) underwriter can be sold without such an effecteffect (the "Maximum Piggyback Number"), as follows and in the following order of priority:

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, the lead or co-any managing underwriter(s) advise(s) underwriter (or, if such Piggyback Registration is not an Underwritten Offering, a nationally recognized independent investment bank selected by the Company, ) advises the Company in writing, writing that, in its opinion, the inclusion of all the equity securities sought to be included in such Piggyback Registration by (i) the Company, by (ii) others who have sought to have Registrable Securities equity securities of the Company registered in such Piggyback Registration pursuant to any rights to demand registration (other than pursuant to so so-called “piggyback” or other incidental or participation registration rights described hereinrights) such registration (such demand rights being “Other Demand Rights” and such Persons being “Other Demanding Sellers”), by (iii) the Piggyback Sellers and by (iv) any other proposed sellerssellers of equity securities of the Company (such Persons being “Other Proposed Sellers”), as the case may be, would adversely affect the distribution marketability of the equity securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Piggyback Registration only such equity securities as the Company is so advised by such lead or co-managing underwriter(s) underwriter can be sold without such an effect, as follows and in the following order of priority:

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, any managing underwriter (or, if such Piggyback Registration is not an underwritten offering, a nationally recognized independent underwriter selected by the lead or co-managing underwriter(s) advise(s) Company (reasonably acceptable to the holders of a majority of the Registrable Securities sought to be included in such Piggyback Registration and whose fees and expenses shall be borne solely by the Company, )) advises the Company and the holders of the Registrable Securities sought to be included in writingsuch Piggyback Registration, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the Company, by others any Persons who have sought to have Registrable Securities shares registered thereunder pursuant to any rights to demand registration (other than pursuant to so called “"piggyback” " or other incidental or participation registration rights described hereinrights) such registration (such demand rights being “"Other Demand Rights” " and such Persons being “"Other Demanding Sellers”"), by the Piggyback Sellers and by any other proposed sellers, as the case may be, would adversely affect the distribution holders of the Registrable Securities seeking to sell such securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company is so advised by such lead or co-managing underwriter(s) can be sold without such an effect, as follows and in the following order of priority:Registration

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, the lead or co-managing underwriter(s) advise(s) the CompanyHoldco, in writing, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the CompanyHoldco, by others who have sought to have Registrable Securities registered pursuant to any rights to demand registration (other than pursuant to so called “piggyback” or other incidental or participation registration rights described herein) (such demand rights being “Other Demand Rights” and such Persons persons being “Other Demanding Sellers”), by the Piggyback Sellers and by any other proposed sellers, as the case may be, would adversely affect the distribution of the securities sought to be sold pursuant thereto, then the Company Holdco shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company Holdco is so advised by such lead or co-managing underwriter(s) can be sold without such an effect, as follows and in the following order of priority:

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, the lead or co-managing underwriter(s) advise(s) the Company, in writing, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the Company, by others who have sought to have Registrable Securities registered pursuant to any rights to demand registration (other than pursuant to so called “piggyback” or other incidental or participation registration rights described herein) (such demand rights being “Other Demand Rights” and such Persons persons being “Other Demanding Sellers”), by the Piggyback Sellers and by any other proposed sellers, as the case may be, would adversely affect the distribution of the securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company is so advised by such lead or co-managing underwriter(s) can be sold without such an effect, as follows and in the following order of priority:

Priority on Piggyback Registrations. If, in connection with a Piggyback RegistrationRegistration (other than a Demand Registration which is governed by Section 2.01), the lead or co-any managing underwriter(s) advise(s) underwriter (or, if such Piggyback Registration is not an underwritten offering, a nationally recognized independent underwriter selected by the Company, ) advises the Company and the holders of the Registrable Securities to be included in writingsuch Piggyback Registration, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the Company, and by others who have sought the Shareholders seeking to have Registrable Securities registered pursuant to any rights to demand registration sell such securities in such Piggyback Registration (other than pursuant to so called “piggyback” or other incidental or participation registration rights described herein) (such demand rights being “Other Demand Rights” and such Persons being “Other Demanding Piggyback Sellers”), by the Piggyback Sellers and by in each case, if any other proposed sellers, as the case may be, would adversely affect the distribution marketability of the securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company is and the Piggyback Sellers are so advised by such lead or co-managing underwriter(s) underwriter can be sold without such an effecteffect (the “Maximum Piggyback Number”), as follows and in the following order of priority:

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, any managing underwriter (or, if such Piggyback Registration is not an underwritten offering, a nationally recognized independent underwriter selected by Fortress and Xxxxxxxxx, reasonably acceptable to the lead or co-managing underwriter(sCompany, and whose fees and expenses shall be borne solely by the Company) advise(s) advises the Company, in writing, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the Company, by others who have sought to have Registrable Securities shares registered thereunder pursuant to any rights to demand registration (other than pursuant to so so-called “"piggyback” " or other incidental or participation registration rights described hereinrights) such registration (such demand rights being “"Other Demand Rights” " and such Persons being “"Other Demanding Sellers”"), by the Piggyback Sellers and by any other proposed sellers, as the case may be, would adversely affect the distribution marketability of the securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company is so advised by such lead or co-managing underwriter(s) underwriter can be sold without such an effecteffect (the "Maximum Piggyback Number"), as follows and in the following order of priority:

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, any managing underwriter advises the lead or co-managing underwriter(s) advise(s) Company and the Company, holders of the Registrable Securities sought to be included in writingsuch Piggyback Registration, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the Company, by others any Persons who have sought to have Registrable Securities shares registered thereunder pursuant to any rights to demand registration (other than pursuant to so called “piggyback” or other incidental or participation registration rights described hereinrights) such registration (such demand rights being “Other Demand Rights” and such Persons being “Other Demanding Sellers”), by the any holders of Registrable Securities seeking to sell such securities in such Piggyback Sellers Registration (“Piggyback Sellers”) and by any other proposed sellers, as the case may bein each case, if any, would adversely affect the distribution marketability of the securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company is Company, the Other Demanding Sellers, and the Piggyback Sellers are so advised by such lead or co-managing underwriter(s) underwriter can be sold without such an effecteffect (the “Maximum Piggyback Number”), as follows and in the following order of priority:

Priority on Piggyback Registrations. If, in connection with a Piggyback Registration, any managing underwriter (or, if such Piggyback Registration is not an underwritten offering, a nationally recognized independent underwriter selected by Fortress and Greenhill, reasonably acceptable to the lead or co-managing underwriter(sCompany, and whose fees and exxxxxxx xhall be borne solely by the Company) advise(s) advises the Company, in writing, that, in its opinion, the inclusion of all the securities sought to be included in such Piggyback Registration by the Company, by others who have sought to have Registrable Securities shares registered thereunder pursuant to any rights to demand registration (other than pursuant to so so-called “"piggyback” " or other incidental or participation registration rights described hereinrights) such registration (such demand rights being “"Other Demand Rights” " and such Persons being “"Other Demanding Sellers”"), by the Piggyback Sellers and by any other proposed sellers, as the case may be, would adversely affect the distribution marketability of the securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Piggyback Registration only such securities as the Company is so advised by such lead or co-managing underwriter(s) underwriter can be sold without such an effecteffect (the "Maximum Piggyback Number"), as follows and in the following order of priority: