Common use of Priority on Required Registrations Clause in Contracts

Priority on Required Registrations. In the event that, in the case of any Required Registration, the managing underwriter for the Public Offering contemplated by Section 3.1(e) shall advise the Company in writing (with a copy to each holder of Registrable Securities requesting a sale) that, in such underwriter's opinion, the amount of securities requested to be included in such Required Registration would adversely affect the Public Offering and sale (including pricing) of such Registrable Securities, the Company shall include in such Required Registration the number of Registrable Securities that the Company is so advised should be sold in such Public Offering, and each Stockholder which requested to include Registrable Securities in such Required Registration shall be entitled to include its pro rata share of Registrable Securities, based upon the number of Registrable Securities requested to be included by such Stockholders in such Required Registration; provided, however, that if such managing underwriter shall advise the Company that, in such underwriter's opinion, the inclusion of Registrable Securities held by Management Stockholders would adversely affect the offering and sale (including pricing) of such securities, then the number of Registrable Securities held by such Management Stockholders to be included in such Public Offering may be disproportionately reduced to avoid such adverse result.

Priority on Required Registrations. In the event that, in the case of any Required Registration, the managing underwriter for the Public Offering contemplated by Section 3.1(e2.1(a) shall advise the Company in writing (with a copy to each holder of Registrable Securities requesting a sale) that, in such underwriter's opinion, the amount of securities requested to be included in such Required Registration would adversely affect the Public Offering and sale (including pricing) of such Registrable Securities, the Company shall will include in such Required Registration the number of Registrable Securities that the Company is so advised should can be sold in such Public OfferingOffering in the following amounts: (i) first, and each Stockholder which all Registrable Securities requested to include be sold by holders of Registrable Securities in such Required Registration shall be entitled to include its pro rata share among such Stockholders on the basis of Registrable Securities, based upon the number of Registrable Securities requested to be included registered by such Stockholders in such Required Registrationholders; provided, however, that if such managing underwriter shall advise the Company that, in such underwriter's opinion, the inclusion of Registrable Securities held by Management Stockholders would adversely affect the offering and sale (including pricing) of such securities, then the number of Registrable Securities held by such Management Stockholders to be included in such Public Offering may be disproportionately reduced to avoid such adverse result; provided, further, however, that with respect to Registrable Securities held by Management Stockholders on the date hereof, such Registrable Securities shall only be disproportionately reduced up to 50% of such Registrable Securities; and (ii) second, securities proposed to be sold by the Company for its own account.

Priority on Required Registrations. In the event that, in the case of any Required Registration, the managing underwriter for the Public Offering contemplated by Section 3.1(e2.1(a) shall advise the Company in writing (with a copy to each holder of Registrable Securities requesting a sale) that, in such underwriter's opinion, the amount of securities requested to be included in such Required Registration would adversely affect the Public Offering and sale (including pricing) of such Registrable Securities, the Company shall will include in such Required Registration the number of Registrable Securities that the Company is so advised should can be sold in such Public OfferingOffering in the following amounts: (i) first, and each Stockholder which all Registrable Securities requested to include be sold by holders of Registrable Securities in such Required Registration shall be entitled to include its pro rata share on the basis of Registrable Securities, based upon the number of Registrable Securities requested to be included registered by such Stockholders in such Required Registrationholders; provided, however, that if such managing underwriter shall advise the Company that, in such underwriter's opinion, the inclusion of Registrable Securities held by Management Stockholders would adversely affect the offering and sale (including pricing) of such securities, then the number of Registrable Securities held by such Management Stockholders to be included in such Public Offering may be disproportionately reduced to avoid such adverse result; provided, further, however, that with respect to Registrable Securities held by Management Stockholders on the date hereof, such Registrable Securities shall only be disproportionately reduced up to 50% of such Registrable Securities; and (ii) second, securities proposed to be sold by the Company for its own account.

Priority on Required Registrations. In the event that, in the case of any Required Registration, the managing underwriter for the Public Offering contemplated by Section 3.1(e) shall advise the Company in writing (with a copy to each holder of Registrable Securities requesting a sale) that, in such underwriter's ’s opinion, the amount of securities requested to be included in such Required Registration would adversely affect the Public Offering and sale (including pricing) of such Registrable SecuritiesSecurities (such writing to state the basis of such opinion and the approximate number of Registrable Securities that may be included in such Public Offering without such effect), the Company shall will include in such Required Registration the number of Registrable Securities that the Company is so advised should can be sold in such Public Offering, and each Stockholder which in the following amounts: (i) first, (x) all Registrable Securities requested to include be sold by the Stockholder or group of Stockholders who initiated such Demand Request pursuant to Section 3.1(a) and all Registrable Securities in such Required Registration shall requested to be entitled sold by all other holders of Registrable Securities pursuant to include its this Section 3.1 or Section 3.2 pro rata share among such holders on the basis of Registrable Securities, based upon the number of Registrable Securities requested to be included registered by such Stockholders in such Required Registrationholders; providedand (iii) second, however, that if such managing underwriter shall advise securities proposed to be sold by the Company that, in such underwriter's opinion, the inclusion of Registrable Securities held by Management Stockholders would adversely affect the offering and sale (including pricing) of such securities, then the number of Registrable Securities held by such Management Stockholders to be included in such Public Offering may be disproportionately reduced to avoid such adverse resultfor its own account.