Common use of Underwriter’s Cutback Clause in Contracts

Underwriter’s Cutback. If the public offering of Registrable Securities is to be underwritten and, in the good faith judgment of the managing underwriter, the inclusion of all the Registrable Securities requested to be registered hereunder would interfere with the successful marketing of a smaller number of such shares of Registrable Securities, the number of shares of Registrable Securities to be included shall be reduced (except for shares of Registrable Securities offered by the Company) to such smaller number with the participation in such offering to be pro rata among the Holders of Registrable Securities other than the Company requesting such registration, based upon the number of shares of Registrable Securities owned by such Holders. Any shares that are thereby excluded from the offering shall be withheld from the market by the Holders thereof for a period (not to exceed 30 days prior to the effective date and 75 days thereafter) that the managing underwriter reasonably determines is necessary in order to effect the underwritten public offering.

Underwriter’s Cutback. If the public offering registration of Registrable Securities is to be underwritten and, in the good faith judgment of the managing underwriter, the inclusion of all the Registrable Securities requested to be registered hereunder would interfere with the successful marketing of a smaller number of such shares of Registrable Securities, the number of shares of Registrable Securities to be included shall be reduced (except for shares of Registrable Securities offered by the Company) to such smaller number with the participation in such offering to be pro rata among the Holders holders of Registrable Securities other than (the Company "Holders") requesting such registration, based upon the number of shares of Registrable Securities owned by such Holders; provided, however, that shares held by officers and directors of the Company shall be subject to reduction prior to any reduction of Registrable Securities. Any shares that are thereby excluded from the offering shall be withheld from the market by the Holders thereof for a period (not to exceed 30 90 days prior to the effective date and 75 90 days thereafter) that the managing underwriter reasonably determines is necessary in order to effect the underwritten public offering.

Underwriter’s Cutback. If the public offering registration of Registrable Securities is to be underwritten and, in the good faith judgment of the managing underwriter, the inclusion of all the Registrable Securities requested to be registered hereunder would interfere with the successful marketing of a smaller number of such shares of Registrable Securities, the number of shares of Registrable Securities to be included shall be reduced (except for shares of Registrable Securities offered by the Company) to such smaller number with the participation in such offering to be pro rata among the Holders holders of Registrable Securities other than the Company requesting such registration, based upon the number of shares of Registrable Securities owned by such Holders; provided, however, that shares held by officers and directors of the Company shall be subject to reduced prior to any reduction of Registrable Securities. Any shares that are thereby excluded from the offering shall be withheld from the market by the Holders thereof for a period (not to exceed 30 days prior to the effective date and 75 days thereafter) that the managing underwriter reasonably determines is necessary in order to effect the underwritten public offering.

Underwriter’s Cutback. If the public offering registration of Registrable Securities is to be underwritten and, in the good faith judgment of the managing underwriter, the inclusion of all the Registrable Securities requested to be registered hereunder would interfere with the successful marketing of a smaller number of the securities to be registered in such shares of Registrable Securitiesunderwritten registration, the number of shares of Registrable Securities to be included shall be reduced (except for shares of Registrable Securities offered by the Company) to such smaller number with the participation in such offering to be pro rata among HomeCom and any other shareholder having the Holders of Registrable Securities other than the Company requesting right to have securities registered in such registration, based upon the number of shares of Registrable Securities owned securities properly requested to be included in such registration by each such Holdersshareholder and HomeCom. Any shares that are thereby excluded from the offering Registered Offering shall be withheld from the market by the Holders thereof HomeCom for a period (not to exceed 30 ninety (90) days prior to the effective date of the registration statement filed in connection therewith and 75 one hundred eighty (180) days thereafter) that the managing underwriter reasonably determines is necessary in order to effect the underwritten public offeringRegistered Offering.