Common use of Securities Registration Clause in Contracts

Securities Registration. (a) If, at any time or times after the date hereof, the Company shall file any registration statement pursuant to the Securities Act of 1933, as amended, covering securities of the same class as the Common Stock issuable upon the exercise of the Option (hereinafter referred to as "Registration", and the act of so doing as "to Register") other than solely for the purpose of specific acquisitions of subsidiary enterprises, the Company will give the Optionee advance written notice of such Registration, and the Company will afford the Optionee, if so requested, the opportunity to have any Common Stock issuable pursuant to the Option then held by him included in the Registration, if such request is made within 15 days after receiving such notice, to the extent and under the condition that such Registration is permissible under applicable laws; provided, however, that the notice provisions and other rights under this Section 9 shall not apply to any Registration by the Company to the extent that, in the good faith opinion of the managing underwriter used by the Company in such Registration (which opinion shall be delivered to Optionee in writing, signed by an officer of such underwriter), the inclusion of the Registrable Shares or of more than a designed portion thereof in such Registration would be detrimental to the public offering attendant to such Registration, in which case such "underwriter's cutback" shall be allocated among any other selling stockholders on a pro rata basis in accordance with theirrespective amounts of Common Stock then owned of record (or issuable pursuant to Option owned of record) which they have requested in writing to be Registered as set forth herein. The Optionee shall comply with such reasonable requirements as may be imposed by the Company or the managing underwriter upon offering stockholders of the Company generally, in order to effect an orderly distribution. (b) At the Optionee's request and expense, and after exercise of the Option, upon a single occasion only, the Company shall be required to register the Common Stock acquired by Optionee upon the exercise of the Option under the Securities Act of 1933, as amended. No request may be made under this Section 9 within 120 days after the effective date of a registration statement filed by the Company respecting a firm commitment underwritten public offering in which the Optionee shall have been entitled to join pursuant to Section 9 (a) hereof.

Securities Registration. (a) If, 7.12.1 If the Company at any time proposes to convert to a corporation pursuant to Paragraph 7.11 and to register under the Securities Act any Registrable Securities, whether or times after not for sale for its own account, on a form and in a manner which would permit registration of any Registrable Securities held by the date hereofMembers or Economic Interest Holders for sale to the public under the Securities Act, the Company shall file give written notice of the proposed registration to each Member or Economic Interest Holder not later than thirty (30) days prior to the filing thereof. Each Member or Economic Interest Holder shall have the right to request that all or any part of his Registrable Securities be included in such registration statement by giving written notice to the Company within twenty (20) days after the giving of such notice by the Company which notice shall state that such Member or Economic Interest Holder is requesting to be included in such registration pursuant to its rights under this Paragraph 7.12 (any Member or Economic Interest Holder giving the Securities Act of 1933, as amended, covering securities of the same class as the Common Stock issuable upon the exercise of the Option (Company such a notice being hereinafter referred to in this Paragraph 7.12 as "Registration", and the act of so doing as "to Register") other than solely for the purpose of specific acquisitions of subsidiary enterprises, the Company will give the Optionee advance written notice of such Registration, and the Company will afford the Optionee, if so requested, the opportunity to have any Common Stock issuable pursuant to the Option then held by him included in the Registration, if such request is made within 15 days after receiving such notice, to the extent and under the condition that such Registration is permissible under applicable lawsa “Registering Member”); provided, however, that (i) if the notice provisions registration is an underwritten registration on behalf of the Company and other rights under this Section 9 shall not apply to any Registration by the managing underwriters of such offering determine in good faith and confirm in writing that the sum of the securities of the Company plus all Securities of the Company to be registered by all Registering Members plus the extent thatsecurities that the Company proposes to sell pursuant to such registration statement exceeds the maximum amount of securities that can be marketed at a price reasonably related to the then current market value of such securities without materially and adversely affecting such offering, the Company will include in such registration, in the good faith opinion following order of priority: first, the securities which the Company proposes to issue and sell in such sale for its own account; and, second, the securities of the managing underwriter used by Registering Members requested to be sold hereunder, pro rata among such holders on the Company in such Registration (which opinion shall be delivered to Optionee in writing, signed by an officer of such underwriter), the inclusion basis of the Registrable Shares or aggregate amount of more than a designed portion thereof in securities requested to be so registered by such Registration would be detrimental to the public offering attendant to such Registration, in which case such "underwriter's cutback" shall be allocated among any other selling stockholders on a pro rata basis holders in accordance with theirrespective amounts the terms of Common Stock then owned this Agreement (it being further agreed and understood, however, that such underwriters shall have the right to eliminate entirely the participation in such registration of record (or issuable all Registering Members). Registrable Securities proposed to be registered and sold pursuant to Option owned an underwritten offering for the account of record) which they have requested in writing any Registering Member shall be sold to be Registered as set forth hereinthe prospective underwriters selected or approved by the Company, and on the terms and subject to the conditions of one or more underwriting agreements negotiated between the Company and the prospective underwriters. The Optionee shall comply with such reasonable requirements as Company may be imposed by withdraw any registration statement at any time before it becomes effective, or postpone the offering of securities, without obligations or liability to any Member or Economic Interest Holder. 7.12.2 Neither the Company nor any Member or the managing underwriter upon offering stockholders of Economic Interest Holder shall sell or offer to sell any Percentage Interest in the Company generally, in order to effect an orderly distribution. (b) At the Optionee's request and expense, and by means of a public offering or public solicitation until after exercise of the Option, upon a single occasion only, the Company shall be required to register the Common Stock acquired by Optionee upon the exercise of the Option registration under the Securities Act of 1933, as amended. No request may be made under this Section 9 within 120 days after the effective date of a registration statement filed by the Company respecting a firm commitment underwritten public offering in which the Optionee shall have been entitled to join pursuant to Section 9 (a) hereofAct.