Common use of Allocation of Registration Opportunities Clause in Contracts

Allocation of Registration Opportunities. If a registration is to be ---------------------------------------- an underwritten registration and the managing underwriters thereof advise the Company in writing that in their opinion the number of securities requested to be included in the registration (including all shares desired to be included by the Company or by any other party holding demand or piggyback registration rights) exceeds the number which can be sold in the offering, then: (A) if the registration is initiated by the Holder under Section 4.1(a) hereof, then the Company shall include in the registration (x) first, any securities the Company proposes to sell; and (y) second, the Registrable Securities the Holder proposes to sell, together as one group with any securities proposed to be sold by any other party then having piggyback registration rights but not any demand registration rights, pro rata according to the total number of Voting Securities owned by each such party (provided, however, that if as a result of the Company's registration of any securities the Company proposes to sell, the Holder is unable to register all of the Registrable Securities the Holder proposes to sell pursuant to the notice by which such registration was initiated, then the Holder shall have the right to initiate an additional registration under Section 4.1(a) hereof); and (z) third, the shares proposed to be sold by any other party having piggyback registration rights, together as one group pro rata according to the total Voting Securities owned by each; or (B) if the registration is initiated by the Company, then the Company shall include in the registration (y) first, the securities the Company proposes to sell and (z) second, the shares proposed to be sold by the Holder and any other party having piggyback registration rights, together as one group pro rata according to the total Voting Securities owned by each; or (C) if the registration is initiated by a party other than the Holder or the Company, then the Company shall include in the registration (x) first, any securities the Company proposes to sell, and (y) second, the shares proposed to be sold by the party exercising its demand registration right, together as one group with any shares proposed to be sold by any party then having piggyback registration rights but not any demand registration rights, pro rata according to the total number of Voting Securities owned by each such party, and (z) third, any shares proposed to be sold by the Holder and any other party having registration rights, pro rata according to the total number of Voting Securities owned by each such party. Registrable Securities not included in a registration pursuant to the foregoing shall be withdrawn therefrom, and the Company shall have no obligation to register such Registrable Securities.

Allocation of Registration Opportunities. (a) If a registration is to be ---------------------------------------- an underwritten registration and the managing underwriters thereof advise the Company in writing that in their opinion the number of securities requested to be included in the registration (including all shares desired to be included by the Company or by any other party holding demand or piggyback registration rights) exceeds the number which can be sold in the offering, then: : 5 6 (A1) if the registration is initiated by the Holder under Section 4.1(a2.1(a) hereof, then the Company shall include in the registration (x) first, any securities the Company proposes to sell; and (y) second, the Registrable Securities the Holder proposes to sell, together as one group with any securities proposed to be sold by any other party then having piggyback registration rights but not any demand registration rights, pro rata according to the total number of Voting Securities owned by each such party (provided, however, that if as a result of the Company's registration of any securities the Company proposes to sell, the Holder is unable to register all of the Registrable Securities the Holder Holder, proposes to sell pursuant to the notice by which such registration was initiated, then the Holder shall have the right to initiate an additional registration under Section 4.1(a2.1(a) hereof); and (z) third, the shares proposed to be sold by any other party having piggyback registration rights, together as one group pro rata according to the total Voting Securities owned by each; or (B) if the registration is initiated by the Company, then the Company shall include in the registration (y) first, the securities the Company proposes to sell and (z) second, the shares proposed to be sold by the Holder and any other party having piggyback registration rights, together as one group pro rata according to the total Voting Securities owned by each; or (C) if the registration is initiated by a party other than the Holder or the Company, then the Company shall include in the registration (x) first, any securities the Company proposes to sell, and (y) second, the shares proposed to be sold by the party exercising its demand registration right, together as one group with any shares proposed to be sold by any party then having piggyback registration rights but not any demand registration rights, pro rata according to the total number of Voting Securities owned by each such party, and (z) third, any shares proposed to be sold by the Holder and any other party having registration rights, pro rata according to the total number of Voting Securities owned by each such party. Registrable Securities not included in a registration pursuant to the foregoing shall be withdrawn therefrom, and the Company shall have no obligation to register such Registrable Securities.or

Allocation of Registration Opportunities. (a) If a registration is to be ---------------------------------------- an underwritten registration and the managing underwriters thereof advise the Company in writing that in their opinion the number of securities requested to be included in the registration (including all shares desired to be included by the Company or by any other party holding demand or piggyback registration rights) exceeds the number which can be sold in the offering, then: : (A1) if the registration is initiated by the Holder under Section 4.1(a2.1(a) hereof, then the Company shall include in the registration (x) first, any securities the Company proposes to sell; and (y) second, the Registrable Securities the Holder proposes to sell, together as one group with any securities proposed to be sold by any other party then having piggyback registration rights but not any demand registration rights, pro rata according to the total number of Voting Securities owned by each such party (provided, however, that if as a result of the Company's registration of any securities the Company proposes to sell, the Holder is unable to register all of the Registrable Securities the Holder Holder, proposes to sell pursuant to the notice by which such registration was initiated, then the Holder shall have the right to initiate an additional registration under Section 4.1(a2.1(a) hereof); and (z) third, the shares proposed to be sold by any other party having piggyback registration rights, together as one group pro rata according to the total Voting Securities owned by each; or or (B2) if the registration is initiated by the Company, then the Company shall include in the registration (y) first, the securities the Company proposes to sell and (z) second, the shares proposed to be sold by the Holder and any other party having piggyback registration rights, together as one group pro rata according to the total Voting Securities owned by each; or or (C3) if the registration is initiated by a party other than the Holder or the Company, then the Company shall include in the registration (x) first, any securities the Company proposes to sell, and (y) second, the shares proposed to be sold by the party exercising its demand registration right, together as one group with any shares proposed to be sold by any party then having piggyback registration rights but not any demand registration rights, pro rata according to the total number of Voting Securities owned by each such party, and (z) third, any shares proposed to be sold by the Holder and any other party having registration rights, pro rata according to the total number of Voting Securities owned by each such party. . (b) Registrable Securities not included in a registration pursuant to the foregoing provisions of this Section 2.3 shall be withdrawn therefrom, and the Company shall have no obligation to register such Registrable Securities.