Common use of Limitations on Incidental Registration Clause in Contracts

Limitations on Incidental Registration. If the managing underwriter or underwriters for registration under Section 4, above, advises the Company and the Holders requesting inclusion in such registration in writing, that the dollar amount or number of shares of Registrable Securities and other shares of common stock or securities to be included in the offering exceeds the maximum dollar amount or number that can be sold in such offering without adversely affecting the proposed offering price, the timing, the distribution method or the probability of success of such offering (the "Maximum Number of Shares"), then the Company shall include in such registration: a. if the registration is a primary offering for the Company, (i) first, the shares of common stock or other securities that the Company proposes to sell which can be sold without exceeding the Maximum Number of Shares; (ii) second, to the extent the Maximum