Common use of Priority on Secondary Piggyback Offerings Clause in Contracts

Priority on Secondary Piggyback Offerings. If a Piggyback Offering is an underwritten secondary registration on behalf of holders of the Company’s securities (“Other Holders”), and the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included in such Piggyback Offering exceeds the number which can be sold in an orderly manner in such offering within a price range acceptable to the Other Holders, the Company shall include in such registration the number which can be so sold in the following order of priority: (i) first, the securities requested to be included in such registration by the Other Holders, (ii) second, the securities the Company proposes to sell, (iii) third, the Registrable Securities requested to be included therein by Holders other than the Other Holders pursuant to this Registration Rights Agreement (pro rata among such Holders on the basis of the number of Registrable Securities requested to be included in such Piggyback Offering by each such Holder), and (iv) fourth, other securities requested to be included in such Piggyback Offering.

Priority on Secondary Piggyback Offerings. If a Piggyback Offering is an underwritten secondary registration on behalf of holders of the Company’s securities (“Other Holders”), and the managing underwriters for such Piggyback Offering advise the Company in writing that in their reasonable opinion the number of securities requested to be included in such Piggyback Offering exceeds the number which can be sold in an orderly manner in such offering within a price range acceptable to the Other Holders, the Company shall include in such registration Piggyback Offering the maximum number of such securities which in the opinion of such managing underwriters can be so sold in the following order of priority: (i) first, the securities requested to be included in such registration therein by the Other Holders, (ii) second, Holders requesting such registration and the securities the Company proposes to sell, (iii) third, the Registrable Securities requested to be included therein by Holders other than the Other Holders pursuant to this Registration Rights Agreement (pro rata among such Holders on the basis of the number of Registrable Securities requested to be included in such Piggyback Offering registration, pro rata among the holders of any such securities and Registrable Securities on the basis of the number of securities and Registrable Securities so requested to be included therein by each such holder or Holder), and (ivii) fourthsecond, other securities requested to be included in such Piggyback Offeringregistration.