Common use of Underwriting Procedures Clause in Contracts

Underwriting Procedures. If the holder or holders of a majority of the aggregate outstanding shares of Registrable Securities to be registered pursuant to a Shelf Registration so elect, the offering of such Registrable Securities pursuant to a Shelf Registration shall be in the form of an underwritten offering and the managing underwriter or underwriters selected for such offering shall be the Approved Underwriter (as defined below). In such event, if the Approved Underwriter advises Packaging Dynamics in writing that in its opinion the aggregate amount of Registrable Securities requested to be included in such offering is sufficiently large as to have a material adverse effect on the success of such offering, Packaging Dynamics shall include in such registration only the aggregate amount of Registrable Securities that, in the opinion of the Approved Underwriter, may be sold without any such material adverse effect, which amount of Common Stock shall be allocated first to the Holders who have requested to be included in such offering pro rata on the basis of the number of Registrable Securities requested to be registered thereby and second to the Company and any other holders of Common Stock.

Underwriting Procedures. If the holder or holders of a majority of the aggregate outstanding shares of Registrable Securities to be registered pursuant to a Shelf Demand Registration so elect, the offering of such issue of Registrable Securities pursuant to a Shelf such Demand Registration shall be in the form of an underwritten offering and the managing underwriter or underwriters selected for such offering shall be the Approved Underwriter (as defined below)Underwriter. In such event, if the Approved Underwriter advises Packaging Dynamics in writing that in its opinion the aggregate amount of Registrable Securities requested to be included in such offering is sufficiently large as to have a material adverse effect on the success of such offering, Packaging Dynamics shall include in such registration only the aggregate amount of Registrable Securities that, in the opinion of the Approved Underwriter, may be sold without any such material adverse effect, which amount of Common Stock shall be allocated first to the Holders who have requested to be included in such offering pro rata on the basis of the number of Registrable Securities requested to be registered thereby and second as to the Company and any other holders of Common Stock.