Common use of Marketing Limitation in Piggyback Registration Clause in Contracts

Marketing Limitation in Piggyback Registration. In ---------------------------------------------- the event the Underwriter's Representative advises the Holders seeking registration of Registrable Securities pursuant to Section 3 in writing that market factors (including, without limitation, the aggregate number of shares of Common Stock requested to be Registered, the general condition of the market, and the status of the persons proposing to sell securities pursuant to the Registration) require a limitation of the number of shares to be underwritten, the Underwriter's Representative (subject to the allocation priority set forth in Section 3.2.3) may: (a) in the case of the Company's initial Registered public offering, exclude some or all Registrable Securities from such registration and underwriting; and (b) in the case of any subsequent Registered public offering, limit the number of shares of Registrable Securities to be included in such Registration and underwriting to not less than thirty-three and one-third percent (33-1/3%) of the securities included in such Registration (based on aggregate market values).

Appears in 1 contract

Sources: Demand Registration Rights Agreement (Shopping Com)

Marketing Limitation in Piggyback Registration. In the ---------------------------------------------- the event the Underwriter's Representative advises the Holders seeking registration of Registrable Securities pursuant to Section 3 7 in writing that market factors (including, without limitation, the aggregate number of shares of Common Stock requested to be Registered, the general condition of the market, and the status of the persons proposing to sell securities pursuant to the Registration) require a limitation of the number of shares to be underwritten, the Underwriter's Representative (subject to the allocation priority set forth in Section 3.2.37.2.3) may: (a) in the case of the Company's initial Registered public offering, exclude some or all Registrable Securities from such registration and underwriting; and; (b) in the case of any the first Registered public offering subsequent Registered to the initial public offering, limit the number of shares of Registrable Securities to be included in such Registration and underwriting to not less than thirty-three and one-third twenty percent (33-1/320%) of the securities included in such Registration (based on aggregate market values); and (c) in the case of any subsequent registered public offering, limit the number of shares of Registrable Securities to be included in such Registration and underwriting to not less than twenty five percent (25%) of the securities included in such Registration (based on aggregate market values).

Appears in 1 contract

Sources: Investors' Rights Agreement (Andromedia Inc)

Marketing Limitation in Piggyback Registration. In ---------------------------------------------- the event the Underwriter's Representative advises the Holders seeking registration of Registrable Securities pursuant to Section 3 9 in writing that market factors (including, without limitation, the aggregate number of shares of Common Stock requested to be Registered, the general condition of the market, and the status of the persons proposing to sell securities pursuant to the Registration) require a limitation of the number of shares to be underwritten, the Underwriter's Representative (subject to the allocation priority set forth in Section 3.2.39.2.3) may: (a) in the case of the Company's initial Registered public offering, exclude some or all Registrable Securities from such registration and underwriting; and; (b) in the case of any the first Registered public offering subsequent Registered to the initial public offering, limit the number of shares of Registrable Securities to be included in such Registration and underwriting to not less than thirty-three and one-third twenty percent (3320%) of the securities included in such Registration (based on aggregate market values); and (c) in the case of any subsequent registered public offering, limit the number of shares of Registrable Securities to be included in such Registration and underwriting to not less than twenty-1/3five percent (25%) of the securities included in such Registration (based on aggregate market values).

Appears in 1 contract

Sources: Information and Registration Rights Agreement (Rambus Inc)

Marketing Limitation in Piggyback Registration. In ---------------------------------------------- the event ---------------------------------------------- the Underwriter's Representative advises the Holders seeking registration of Registrable Securities pursuant to Section 3 in writing Company that market factors (including, without limitation, the aggregate number of shares of Common Stock requested to be Registered, the general condition of the market, and the status of the persons proposing to sell securities pursuant to the Registration) require a limitation of the number of shares to be underwritten, the Underwriter's Representative and the Company (subject to the allocation priority set forth in Section 3.2.38.2(c)) may: (ai) in the case of the Company's initial Registered public offering, exclude some or all Registrable Securities from such registration and underwriting; and (bii) in the case of any Registered public offering subsequent Registered to the initial public offering, limit the number of shares of Registrable Securities to be included in such Registration and underwriting to not less than thirty-three and one-third twenty percent (33-1/320%) of the securities included in such Registration (based on aggregate market values).

Appears in 1 contract

Sources: Investor Rights Agreement (Ebay Inc)

Marketing Limitation in Piggyback Registration. In ---------------------------------------------- the event the Underwriter's Representative advises the Holders seeking registration of Registrable Securities pursuant to Section 3 4 in writing that market factors (including, without limitation, the aggregate number of shares of Common Stock requested to be Registered, the general condition of the market, and the status of the persons proposing to sell securities pursuant to the Registration) require a limitation of the number of shares to be underwritten, the Underwriter's Representative (subject to the allocation priority set forth in Section 3.2.34.2.3) may: (a) in the case of the Company's initial Registered public offering, exclude some or all Registrable Securities from such registration and underwriting; and; (b) in the case of any the first Registered public offering subsequent Registered to the initial public offering, limit the number of shares of Registrable Securities to be included in such Registration and underwriting to not less more than thirty-three and one-third twenty percent (3320%) of the securities included in such Registration (based on aggregate market values); and (c) in the case of any subsequent registered public offering, limit the number of shares of Registrable Securities to be included in such Registration and underwriting to not more than twenty-1/3five percent (25%) of the securities included in such Registration (based on aggregate market values).

Appears in 1 contract

Sources: Information and Registration Rights Agreement (Large Scale Biology Corp)

Marketing Limitation in Piggyback Registration. In ---------------------------------------------- the event the Underwriter's Representative advises the Holders seeking registration Registration of Registrable Securities pursuant to Section 3 7 in writing that market factors (including, without limitation, the aggregate number of shares of Common Stock requested to be Registered, the general condition of the market, and the status of the persons proposing to sell securities pursuant to the Registration) require a limitation of the number of shares to be underwritten, the Underwriter's Representative (subject to the allocation priority set forth in Section 3.2.37.2.3) may: (a) in the case of the Company's initial Registered public offering, exclude some or all Registrable Securities from such registration and underwriting; and (b) in the case of any Registered public offering subsequent Registered to the initial public offering, limit the number of shares of Registrable Securities to be included in such Registration and underwriting to not less than thirty-three and one-third thirty percent (33-1/330%) of the securities included in such Registration (based on aggregate market values).

Appears in 1 contract

Sources: Information and Registration Rights Agreement (Com21 Inc)