Common use of Priority for Piggyback Registration Clause in Contracts

Priority for Piggyback Registration. If any Proposed Registration involves an underwritten offering and the managing underwriter of such offering advises the Company that, in its good faith view, that the number of Registrable Securities and other securities to be included in such offering exceeds the Maximum Offering Amount, then the Company shall include in such registration the number of securities which can be so sold in the following order of priority: (i) first, the Company Securities, if any; (ii) second, to the extent that the number of Company Securities is less than the Maximum Offering Amount, the remaining securities to be included in such registration will be allocated among all Piggyback Holders requesting that Registrable Securities be included in such Registration on a pro rata basis based on the number of Registrable Securities owned by each such Piggyback Holder as compared to the aggregate number of Registrable Securities owned by all Piggyback Holders; and (iii) third, all other holders of the Company’s securities exercising “demand” rights with respect to such securities (the “Other Securities”) or who have been granted “piggy‑back” registration rights with respect to such Other Securities and have requested that such Other Securities be included in such registration.

Appears in 1 contract

Sources: Registration Rights Agreement (AFC Gamma, Inc.)

Priority for Piggyback Registration. If any Proposed Registration involves an underwritten offering and the managing underwriter of such offering advises the Company that, in its good faith view, that the number of Registrable Securities and other securities to be included in such offering exceeds the Maximum Offering Amount, then the Company shall include in such registration the number of securities which can be so sold in the following order of priority: (i) first, the Company Securities, if any; (ii) second, to the extent that the number of Company Securities is less than the Maximum Offering Amount, the remaining securities to be included in such registration will be allocated among all Piggyback Holders requesting that Registrable Securities be included in such Registration on a pro rata basis based on the number of Registrable Securities owned by each such Piggyback Holder as compared to the aggregate number of Registrable Securities owned by all Piggyback Holders; and (iii) third, all other holders of the Company’s securities exercising “demand” rights with respect to such securities (the “Other Securities”) or who have been granted “piggy‑backpiggy-back” registration rights with respect to such Other Securities and have requested that such Other Securities be included in such registration.

Appears in 1 contract

Sources: Registration Rights Agreement (Chicago Atlantic Real Estate Finance, Inc.)

Priority for Piggyback Registration. If any Proposed Registration involves an underwritten offering and the managing underwriter of such offering advises the Company Corporation that, in its good good-faith view, that the number of Registrable Securities and other securities to be included in such offering exceeds the Maximum Offering Amount, then the Company Corporation shall include in such registration the number of securities which can be so sold in the following order of priority: (i) first, the Company Corporation Securities, if any; (ii) second, to the extent that the number of Company Corporation Securities is less than the Maximum Offering Amount, the remaining securities to be included in such registration will be allocated among all Piggyback Holders requesting that Registrable Securities be included in such Registration on a pro rata basis based on the number of Registrable Securities owned by each such Piggyback Holder as compared to the aggregate number of Registrable Securities owned by all Piggyback Holders; and (iii) third, all other holders of the CompanyCorporation’s securities exercising “demand” rights with respect to such securities (the “Other Securities”) or who have been granted “piggy‑backpiggy-back” registration rights with respect to such Other Securities and have requested that such Other Securities be included in such registration.

Appears in 1 contract

Sources: Registration Rights Agreement (WeWork Inc.)