Common use of Priority on Secondary Piggyback Registrations Clause in Contracts

Priority on Secondary Piggyback Registrations. If a Piggyback Registration is initiated as an underwritten registration on behalf of a holder of Ordinary Shares other than the Investor, and the managing underwriters advise the Company that in their opinion the number of Ordinary Shares proposed to be included in such registration exceeds the number of Ordinary Shares which can be sold in such offering without materially delaying or jeopardizing the success of the offering (including the price per share of the Ordinary Shares to be sold in such offering), the Company shall include in such registration the number of Ordinary Shares requested to be included therein by the holders of Ordinary Shares, including the Investor (if the Investor has elected to include Registrable Shares in such Piggyback Registration), pro rata among such holders on the basis of the number of Ordinary Shares requested to be included therein by such holders or as such holders and the Company may otherwise agree, such that the aggregate number of Ordinary Shares proposed to be included in the offering does not exceed the number of Ordinary Shares which can be sold in such offering without materially delaying or jeopardizing the success of the offering.

Appears in 3 contracts

Sources: Registration Rights Agreement (Kongzhong Corp), Registration Rights Agreement (Kongzhong Corp), Note and Warrant Purchase Agreement (Kongzhong Corp)

Priority on Secondary Piggyback Registrations. If a Piggyback Registration is initiated as an underwritten registration offering on behalf of a holder of Ordinary Shares Common Stock other than the InvestorRegistrable Common Stock, and the managing underwriters advise the Company that in their opinion the number of Ordinary Shares shares of Common Stock proposed to be included in such registration exceeds the number of Ordinary Shares which shares of Common Stock that can be sold in such offering without materially delaying or jeopardizing and/or that the success number of the offering (including shares of Common Stock proposed to be included in any such registration would adversely affect the price per share of the Ordinary Shares Common Stock to be sold in such offering), then the Company shall include in such registration (i) first, the number of Ordinary Shares shares of Common Stock requested to be included therein by the holder(s) requesting such registration, (ii) second, the number of shares of Common Stock requested to be included therein by other holders of Ordinary SharesCommon Stock, including the Investor Holders (if the Investor has any Holders have elected to include Registrable Shares Common Stock in such Piggyback Registration), pro rata among such holders on the basis of the number of Ordinary Shares shares of Common Stock requested to be included therein by such holders or as such holders and the Company may otherwise agree, such that the aggregate number of Ordinary Shares proposed to be included in the offering does not exceed and (iii) third, the number of Ordinary Shares which can be sold in such offering without materially delaying or jeopardizing shares of Common Stock that the success of the offeringCompany proposes to sell.

Appears in 2 contracts

Sources: Investment Agreement (Morgans Hotel Group Co.), Registration Rights Agreement (Morgans Hotel Group Co.)