Common use of Priority on Primary Registration Clause in Contracts

Priority on Primary Registration. If a Piggyback Registration is an underwritten primary registration on behalf of the Corporation, and the managing underwriters advise the 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 Corporation shall include in such registration (i) first, the securities the Corporation proposes to sell, (ii) second, the Stockholder Shares of all Stockholders and other persons with registration rights requested to be included in such registration on a pro rata basis, and (iii) third, other securities requested by other persons to be included in such registration.

Appears in 1 contract

Samples: Stockholders' Agreement (Telequip Labs, Inc.)

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Priority on Primary Registration. If a Piggyback Registration is an underwritten primary registration on behalf of the CorporationCompany, and the managing underwriters advise the Corporation 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 Corporation Company shall include in such registration (i) first, the securities the Corporation Company proposes to sell, (ii) second, the Stockholder Shares of all Stockholders and other persons with registration rights Registrable Securities requested to be included in such registration on a registration, pro rata basisamong the Stockholders holding such Registrable Securities on the basis of the number of shares owned by each such Stockholder, and (iii) third, other securities requested by other persons to be included in such registration.

Appears in 1 contract

Samples: Stockholders' Agreement (Generac Portable Products Inc)

Priority on Primary Registration. If a Piggyback Registration is an underwritten primary registration on behalf of the CorporationCompany, and the managing underwriters advise the Corporation 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 Corporation Company shall include in such registration (i) first, the securities the Corporation Company proposes to sell, (ii) second, the Stockholder Shares of all Stockholders Registrable Securities and other persons with registration rights Other Registrable Securities requested to be included in such registration on a registration, pro rata basisamong the holders of such Registrable Securities and Other Registrable Securities on the basis of the number of shares owned by each such holder, and (iii) third, other securities requested by other persons to be included in such registration.

Appears in 1 contract

Samples: Registration Rights Agreement (MCK Communications Inc)

Priority on Primary Registration. If a Piggyback Registration is an underwritten primary registration on behalf of the CorporationCompany, and the managing underwriters advise the Corporation 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 Corporation Company shall include in such registration (i) first, the securities the Corporation Company proposes to sell, (ii) second, the Stockholder Shares of all Stockholders and other persons with registration rights Registrable Securities requested to be included in such registration on a registration, pro rata basisamong the holders of such Registrable Securities on the basis of the number of shares owned by each such holder, and (iii) third, other securities requested by other persons to be included in such registration.

Appears in 1 contract

Samples: Registration Agreement (Ditech Corp)

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Priority on Primary Registration. If a Piggyback Registration is an underwritten primary registration on behalf of the CorporationCompany, and the managing underwriters advise the Corporation 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 Corporation Company shall include in such registration (i) first, the securities the Corporation Company proposes to sell, (ii) second, the Stockholder Shares of all Stockholders and other persons with registration rights Registrable Securities requested to be included in such registration on a registration, pro rata basisamong the holders of such Registrable Securities on the basis of the number of shares owned by each such holder, and (iii) third, the MDI Shares and (iv) fourth, other securities requested by other persons to be included in such registration.

Appears in 1 contract

Samples: Registration Rights Agreement (MCK Communications Inc)

Priority on Primary Registration. If a Piggyback Registration is an underwritten primary registration on behalf of the Corporationregistration, and the managing underwriters advise the Corporation 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 Corporation Company shall include in such registration (i) first, the securities the Corporation Company proposes to sell, (ii) second, the Stockholder Shares of all Stockholders and other persons with registration rights securities requested to be included in such registration on a pro rata basisby the stockholder(s) requesting such registration, and (iii) third, Registrable Securities held by the Grantee and (iv) fourth, all other securities requested by other persons to be included in such registration.

Appears in 1 contract

Samples: Restricted Stock Agreement (MCK Communications Inc)

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