Common use of Registration Cutback Clause in Contracts

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") requested to be included in a registration on behalf of Holder or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among each of the Holder and other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares Registrable Securities and Other Shares that would be held by each of the Holder and other selling stockholders, assuming conversion. If Holder or any other selling stockholders does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him or it pursuant to the above-described procedure, the remaining portion of such stockholder's allocation shall be reallocated among those other selling stockholders whose allocations did not satisfy their requests pro rata on the basis of the number of Registrable Securities and Other Shares which would be held by the Holder and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares which may be included in the registration on behalf of Holder and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") requested to be included in a registration on behalf of Holder or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among each of the Holder and other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares Registrable Securities and Other Shares that would be held by each of the Holder and other selling stockholders, assuming conversion. If Holder or any other selling stockholders does do not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him or it pursuant to the above-described procedure, the remaining portion of such stockholder's allocation shall be reallocated among those other selling stockholders whose allocations did not satisfy their requests pro rata on the basis of the number of Registrable Securities and Other Shares which would be held by the Holder and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares which may be included in the registration on behalf of Holder and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") Securities requested to be included in a registration Registration on behalf of Holder the Holders or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares Securities that may be so included, the number of shares of Registrable Securities and Other Shares Securities that may be so included shall be allocated among each of the Holder Holders and other selling stockholders requesting inclusion of shares Other Securities pro rata on the basis of the number of shares Registrable Securities and Other Shares Securities that would be held by each of the Holder such Holders and other selling stockholders, assuming conversion. If any Holder or any other selling stockholders stockholder does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares Securities allocated to him such Holder or it other selling stockholder pursuant to the above-described procedure, the remaining portion of such Holder's or other selling stockholder's allocation shall be reallocated among those requesting Holders and other selling stockholders whose allocations did not satisfy their requests requests, pro rata on the basis of the number of Registrable Securities and Other Shares Securities which would be held by the Holder such Holders and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares Securities which may be included in the registration on behalf of Holder Holders and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") Securities requested to be included in a registration Registration on behalf of Holder the Holders or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares Securities that may be so included, the number of shares of Registrable Securities and Other Shares Securities that may be so included shall be allocated among each of the Holder Holders and other selling stockholders requesting inclusion of shares Other Securities pro rata on the basis of the number of shares Registrable Securities and Other Shares Securities that would be held by each of the Holder such Holders and other selling stockholders, assuming conversion. If any Holder or any other selling stockholders stockholder does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares Securities allocated to him such Holder or it other selling stockholder pursuant to the above-described procedure, the remaining portion of such Holder’s or other selling stockholder's ’s allocation shall be reallocated among those requesting Holders and other selling stockholders whose allocations did not satisfy their requests requests, pro rata on the basis of the number of Registrable Securities and Other Shares Securities which would be held by the Holder such Holders and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares Securities which may be included in the registration on behalf of Holder Holders and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") requested to be included in a registration on behalf of Holder or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among each of the Holder and such other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares Registrable Securities and Other Shares that would be held by each of the Holder and other selling stockholders, assuming conversion. If Holder or any other selling stockholders stockholder does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him or it pursuant to the above-described procedure, the remaining portion of such stockholder's allocation shall be reallocated among those other selling stockholders whose allocations did not satisfy their requests pro rata on the basis of the number of Registrable Securities and Other Shares which would be held by the Holder and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares which may be included in the registration on behalf of Holder and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") requested to be included in a registration on behalf of Holder Buyers or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among each of the Holder Buyers and other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares Registrable Securities and Other Shares that would be held by each of the Holder Buyers and other selling stockholders, assuming conversionconversion or exercise of all convertible securities. If Holder Buyers or any other selling stockholders does do not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him or it pursuant to the above-described procedure, the remaining portion of such stockholder's allocation shall be reallocated among those other selling stockholders whose allocations did not satisfy their requests pro rata on the basis of the number of Registrable Securities and Other Shares which would be held by the Holder Buyers and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares which may be included in the registration on behalf of Holder Buyers and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company Seller (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the CompanySeller) with registration rights (the "“Other Shares"”) requested to be included in a registration on behalf of Holder Buyer or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among each of the Holder Buyer and other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares Registrable Securities and Other Shares that would be held by each of the Holder Buyer and other selling stockholders, assuming conversionconversion or exercise of all convertible securities. If Holder Buyer or any other selling stockholders does do not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him or it pursuant to the above-described procedure, the remaining portion of such stockholder's ’s allocation shall be reallocated among those other selling stockholders whose allocations did not satisfy their requests pro rata on the basis of the number of Registrable Securities and Other Shares which that would be held by the Holder Buyer and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares which that may be included in the registration on behalf of Holder Buyer and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company Home Solutions (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the CompanyHome Solutions) with registration rights (the "“Other Shares"”) requested to be included in a registration on behalf of Holder Laurus or other selling stockholders cannot be so included as a result of limitations of on the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among each of the Holder Laurus and other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares Registrable Securities and Other Shares that would be held by each of the Holder Laurus and other selling stockholders, assuming conversionconversion or exercise of all convertible securities. If Holder Laurus or any other selling stockholders does do not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him or it pursuant to the above-described procedure, the remaining portion of such stockholder's ’s allocation shall be reallocated among those other selling stockholders whose allocations did not satisfy their requests pro rata on the basis of the number of Registrable Securities and Other Shares which that would be held by the Holder Laurus and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares which that may be included in the registration on behalf of Holder Laurus and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") requested to be included in a registration on behalf of Holder or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among each of the Holder and other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares Registrable Securities and Other Shares that would be held by each of the Holder and other selling stockholders, assuming conversion. If Holder or any other selling stockholders stockholder does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him or it pursuant to the above-described procedure, the remaining portion of such stockholder's his allocation shall be reallocated among those other selling stockholders whose allocations did not satisfy their requests pro rata on the basis of the number of Registrable Securities and Other Shares which would be held by the Holder and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares which may be included in the registration on behalf of Holder and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") Securities requested to be included in a registration Registration on behalf of Holder the Holders or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares Securities that may be so included, the number of shares of Registrable Securities and Other Shares Securities that may be so included shall be allocated among each of the Holder Holders and other selling stockholders requesting inclusion of shares Registrable Securities and Other Securities pro rata on the basis of the number of shares Registrable Securities and Other Shares Securities that would be held by each of the Holder such Holders and other selling stockholders, assuming conversion. If any Holder or any other selling stockholders stockholder does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares Securities allocated to him such Holder or it other selling stockholder pursuant to the above-described procedure, the remaining portion of such Holder's or other selling stockholder's allocation shall be reallocated among those requesting Holders and other selling stockholders whose allocations did not satisfy their requests requests, pro rata on the basis of the number of Registrable Securities and Other Shares Securities which would be held by the Holder such Holders and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares Securities which may be included in the registration on behalf of Holder Holders and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") requested to be included in a registration on behalf of the Holder or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among each of the Holder and other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares Registrable Securities and Other Shares that would be held by each of the Holder and such other selling stockholders, assuming conversion. If the Holder or any other selling stockholders stockholder does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him or it pursuant to the above-described procedure, the remaining portion of such stockholder's allocation shall be reallocated among those other selling stockholders whose allocations did not satisfy their requests pro rata on the basis of the number of Registrable Securities and Other Shares which would be held by the Holder and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares which may be included in the registration on behalf of the Holder and other selling stockholders have been so allocated.

Registration Cutback. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of any currently unissued securities of the Company) with registration rights (the "Other Shares") requested to be included in a registration on behalf of Holder Holders or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among each of the Holder Holders and other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares Registrable Securities and Other Shares that would be held by each of the Holder Holders and other selling stockholders, assuming conversion. If Holder any Holders or any other selling stockholders does not request inclusion of the maximum number of shares of Registrable Securities and Other Shares allocated to him or it pursuant to the above-described procedure, the remaining portion of such stockholder's allocation shall be reallocated among those other selling stockholders whose allocations did not satisfy their requests pro rata on the basis of the number of Registrable Securities and Other Shares which would be held by the Holder Holders and other selling stockholders, assuming conversion, and this procedure shall be repeated until all of the shares of Registrable Securities and Other Shares which may be included in the registration on behalf of Holder Holders and other selling stockholders have been so allocated.