Common use of Reduction of Underwritten Offering Clause in Contracts

Reduction of Underwritten Offering. If the managing Underwriter or Underwriters in an Underwritten Registration pursuant to a Demand Registration, in good faith, advises the Company and GWG in writing that the number of Registrable Securities that GWG desires to sell, taken together with all other MLP Units that the Company desires to sell and the MLP Units, if any, as to which a Registration has been requested pursuant to separate written contractual piggy-back registration rights held by any other limited partners who desire to sell, exceeds the Maximum Number of Securities, then the Company shall include in such Underwritten Offering, as follows: (i) first, the Registrable Securities of the GWG that can be sold without exceeding the Maximum Number of Securities; (ii) second, to the extent that the Maximum Number of Securities has not been reached under the foregoing clause (i), the MLP Units that the Company desires to sell that can be sold without exceeding the Maximum Number of Securities; and (iii) third, to the extent that the Maximum Number of Securities has not been reached under the foregoing clauses (i) and (ii), the MLP Units of other persons or entities that the Company is obligated to register in a Registration pursuant to separate written contractual arrangements with such persons and that can be sold without exceeding the Maximum Number of Securities.

Reduction of Underwritten Offering. If the managing Underwriter or Underwriters in for an Underwritten Registration pursuant Offering that is to a Demand Registrationbe an Underwritten Offering, in good faith, advises the Company Company, the Demanding Holder(s) and GWG the Requesting Holder(s) (if any) of such Underwritten Offering in writing that the dollar amount or number of Registrable Securities that GWG desires which the Demanding Holder(s) and the Requesting Holder(s) (if any) desire to sell, taken together with all other MLP Units that shares of Common Stock or other equity securities which the Company desires to sell and the MLP Unitsshares of Common Stock or other equity securities, if any, as to which a Registration by the Company has been requested pursuant to separate rights of other Holders of Registrable Securities hereunder or pursuant to written contractual piggy-back registration rights held by any other limited partners security holders of the Company who desire to sell, exceeds the maximum dollar amount or maximum number of equity securities that can be sold in such Underwritten Offering without adversely affecting the proposed offering price, the timing, the distribution method, or the probability of success of such offering (such maximum dollar amount or maximum number of such equity securities, as applicable, the “Maximum Number of Securities”), then the Company shall include in such Underwritten Offering, as follows: (i) first, the Registrable Securities of the GWG that can be sold without exceeding the Maximum Number of Securities; (ii) second, to the extent that the Maximum Number of Securities has not been reached under the foregoing clause (i), the MLP Units that the Company desires to sell that can be sold without exceeding the Maximum Number of Securities; and (iii) third, to the extent that the Maximum Number of Securities has not been reached under the foregoing clauses (i) and (ii), the MLP Units of other persons or entities that the Company is obligated to register in a Registration pursuant to separate written contractual arrangements with such persons and that can be sold without exceeding the Maximum Number of Securities.:

Reduction of Underwritten Offering. If the managing Underwriter or Underwriters in an Underwritten Registration Offering, pursuant to a Demand Registrationan Underwritten Demand, in good faith, advises or advise the Company, the Demanding Holders, the Requesting Holders and other persons or entities holding Registrable Securities or other equity securities of the Company and GWG that were requested to be included in writing that the number of Registrable Securities that GWG desires to sellsuch Underwritten Offering, taken together with all other MLP Units that shares of Class A Common Stock or other securities which the Company desires to sell and the MLP Unitsshares of Class A Common Stock or other securities, if any, as to which a Registration registration has been requested pursuant to separate written contractual piggy-back piggyback registration rights held by any other limited partners equity holders of the Company who desire to sell, sell (if any) that the dollar amount or number of Registrable Securities or other equity securities of the Company requested to be included in such Underwritten Offering exceeds the maximum dollar amount or maximum number of equity securities of the Company that can be sold in the Underwritten Offering without adversely affecting the proposed offering price, the timing, the distribution method or the probability of success of such offering (such maximum dollar amount or maximum number of such securities, as applicable, the “Maximum Number of Securities”), then the Company shall include in such Underwritten Offering, as follows: (i) first, the Registrable Securities of the GWG that can be sold without exceeding the Maximum Number of Securities; (ii) second, to the extent that the Maximum Number of Securities has not been reached under the foregoing clause (i), the MLP Units that the Company desires to sell that can be sold without exceeding the Maximum Number of Securities; and (iii) third, to the extent that the Maximum Number of Securities has not been reached under the foregoing clauses (i) and (ii), the MLP Units of other persons or entities that the Company is obligated to register in a Registration pursuant to separate written contractual arrangements with such persons and that can be sold without exceeding the Maximum Number of Securities.: