Priority on Secondary Registration. If a Piggyback Registration is an underwritten registration of securities for the account of holders of the Company’s securities, and the managing underwriters advise the 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 an orderly manner in such offering within the price range of the offering, the Company shall include in such registration (i) first, the Covered Shares to be included in such registration, and (ii) second, the securities of other stockholders that are not Covered Shares requested to be included in such registration, pro rata among the holders of such securities on the basis of the number of shares owned by each such holder.
Priority on Secondary Registration. If a Piggyback Registration is an underwritten registration of securities for the account of holders of the Company’s securities, and the managing underwriters advise the 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 an orderly manner in such offering within the price range of the offering, the Company shall include in such registration (i) first, the securities the Company proposes to sell, (ii) second, the Registrable Securities requested to be included in such registration by the Investor Stockholders, pro rata among the respective holders thereof on the basis of the amount of Registrable Securities owned by each such holder, (iii) third, the Registrable Securities requested to be included in such registration by the other Stockholders, pro rata among the respective holders thereof on the basis of the amount of Registrable Securities owned by each such holder, and (iv) fourth, any other securities eligible to be included in such registration, pro rata among the holders of such securities on the basis of the number of shares owned by each such holder.
Priority on Secondary Registration. If a Piggyback Registration is an ---------------------------------- underwritten secondary registration on behalf of holders of the Company's securities other than the Holders (the "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 registration exceeds the number that can be sold in an orderly manner in such Offering within a price range acceptable to the Company and the Other Holders requesting such registration, the Company will include in such registration (i) first, the securities requested to be included therein by the Other Holders requesting such registration, (ii) second, the securities the Company proposes to sell, and (iii) third, other securities requested to be included in such registration, including without limitation, the Registrable Securities, pro rata on the basis of the number of shares of such securities owned by each holder thereof (subject to any other priority arrangements existing under registration rights agreements to which the Company is a party).
Priority on Secondary Registration. If a registration is an underwritten secondary registration on behalf of holders of the Company's securities who have the contractual right to initiate such a registration (including any Demand Registration), and the managing underwriters advise the 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 Company or the marketability of the offering, the Company shall include in such registration (i) first, the securities that the initiating holders propose to sell, and (ii) second, the Registrable Securities (if the secondary registration is not a Demand Registration) and other securities (including securities of the Company) requested to be included in such registration, pro rata among the holders of such Registrable Securities and other securities on the basis of the number of shares requested to be included in such registration by each such holder (and by the Company, where appropriate).
Priority on Secondary Registration. If a Piggyback Registration is an ---------------------------------- underwritten secondary distribution or registration on behalf of the holders of the Issuer's shares, other than the Subscriber, and the managing underwriters advise the Issuer in writing that in their opinion the number of shares requested to be included in such Registration pursuant to Paragraph 2.2.1. exceeds the number which can be sold in an orderly manner in such offering within a price range acceptable to the holders initially requesting such distribution or registration, then the Issuer's shares will be included in such registration as follows (i) first, the shares of the holders initially requesting such distribution or registration, (ii) second, the Registrable Shares requested to be included in such distribution or registration, pro rata based upon the number of Restricted Shares owned by the Subscriber at the time of such registration, and (iii) third, Other Shares requested to be included in such distribution or registration.
Priority on Secondary Registration. (i) If the Holders exercise their Piggyback Registration Rights in connection with a registration statement filed in response to the exercise of Demand Registration Rights (as defined below) and the managing underwriters advise the 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, the Company will include in such registration (i) first, to the shares, of Common Stock for which Demand Registration Rights are exercised, (ii) second, the shares of Common Stock requested to be included by the Existing Holders, and (iii) third, other securities requested to be included in such registration.
Priority on Secondary Registration. If a Piggyback Registration ---------------------------------- is an underwritten secondary registration on behalf of holders of the Company's securities other than the Holders (the "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 registration exceeds the number that can be sold in an orderly manner in such Offering within a price range acceptable to the Company and the Other Holders requesting such registration, the Company will include in such registration (i) first, the securities requested to be included therein by the Other Holders requesting such registration, (ii) second, the securities the Company proposes to sell, if any, and (iii) third, other securities requested to be included in such registration, including without limitation, the Registrable Securities, pro rata on the basis of the number of shares of such securities owned by each holder thereof (subject to any other priority arrangements existing under registration rights agreements to which the Company is a party).
Priority on Secondary Registration. (i) If a Piggyback Registration is not an underwritten primary registration on behalf of the Corporation and is an underwritten secondary registration on behalf of holders of the Corporation's securities who are not affiliates of the Corporation and who acquired the rights to register their securities in connection with private placement by the Corporation of its securities, and the managing underwriter(s) advise the Corporation 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 having a material adverse effect on the offering, the Corporation will include in such registration (A) first, the securities requested to be included therein by the holders requesting such registration which in the opinion of such underwriter(s) can be sold without having a material adverse effect on the offering, (B) second, the Registrable Shares requested to be included therein which in the opinion of such underwriter(s) can be sold (after taking into account the securities to be sold pursuant to clause (A)) without having a material adverse effect on the offering, and (C) third, other securities requested to be included in such registration which in the opinion of such underwriter(s) can be sold (after taking into account the securities to be sold pursuant to clauses (A), and (B)) without having a material adverse effect on the offering.
Priority on Secondary Registration. If a Piggyback Registration is an underwritten secondary registration on behalf of holders of the Company's securities, and the managing underwriters advise the 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 Company will include in such registration, (i) first, the Series BB Demand Shares, the Series AA Demand Shares, Series G/H Demand Shares and the Common Stock issued or issuable upon conversion of the Series F Preferred Stock requested to be included in such registration, pro rata among the holders of such Series BB Demand Shares, Series AA Demand Shares, Series G/H Demand Shares and the Series F Preferred Stock on the basis of the number of Series BB Demand Shares, Series AA Demand Shares, Series G/H Demand Shares and shares of Common Stock issued or issuable upon conversion of the Series F Preferred Stock owned by each such holder and (ii) second, the Prior Investors' Shares and the Management Shares requested to be included in such registration, pro rata among the holders of such Prior Investors' Shares and Management Shares on the basis of the number of Prior Investors' Shares and Management Shares owned by each such holder.
Priority on Secondary Registration. If a registration under ---------------------------------- Section 3 is an underwritten secondary registration on behalf of holders of the Company's securities other than Holders of the Shares, and the managing underwriters advise the 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, the Company shall include in such registration (i) in the event such registration is pursuant to a demand by the holders of registration rights pursuant to agreements between such holders and the Company as in existence as of the date hereof, pro rata among the (a) first, the securities requested to be included --- ---- therein by such other holders requesting such registration, (b) second, the Shares requested to be included therein by the Holders,(c) third, securities requested to be included in such registration by the Company, and (d) fourth, other securities requested to be included in such registration by other security holders seeking to include securities in such registration.
