Common use of Conditions and Limitations Clause in Contracts

Conditions and Limitations. (a) The Company's obligations under Section 2 hereof shall be subject to the following limitations: (i) the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in a transaction to which Rule 145 (or any successor provision) under the Securities Act applies, in an exchange offer or with respect to an employee benefit plan or dividend reinvestment plan), provided that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) or (y) during the period specified in the first proviso of subparagraph (a) of Section 4 hereof; (ii) except as provided in Section 2(b) hereof, the Company shall not be required to cause to become effective more than three Demand Registrations, other than Demand Registrations meeting the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in number; and (iii) the Company shall have received the information and documents specified in Section 6 hereof and each Selling Holder shall have observed or performed its other covenants contained in Sections 6 and 8 hereof. (b) The Company's obligation under Section 3 hereof shall be subject to the limitations and conditions specified in such Section and in clause (iii) of subsection (a) of this Section 5, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registration.

Conditions and Limitations. (aA) The Company's obligations under Section 2 hereof 1 shall be subject to the following limitations: (i) the Company need not file a registration statement either (x) during the period starting with the date 60 sixty (60) days prior to the Company's estimated date of filing of, and ending 90 ninety (90) days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities statement on Form S-8 (or any successor form) or any other registration statement relating solely to employee benefit plans or filed in connection with an exchange offer, a transaction to which Rule 145 (or any successor provision) under the Securities Act applies, in applies or an exchange offer or with respect offering of securities solely to an employee benefit plan or dividend reinvestment planthe Company's existing stockholders), provided that if such Company registration statement is not filed within 90 ninety (90) days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) clause; or (y) during the period specified in the first proviso of subparagraph (aA) of Section 4 hereof3; (ii) except as provided in Section 2(b) hereof1(B), the Company shall not be required to cause to become effective file more than three Demand Registrations, other than . A registration statement will not count as a Demand Registrations meeting Registration until it has become effective and the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in numberHolder or Holders have sold or distributed Restricted Stock thereunder; and (iii) the Company shall have received the information and documents specified in Section 6 hereof 5 and each Selling selling Holder shall have observed or performed its other covenants and conditions contained in Sections 6 such Section and 8 hereofSection 7. (bB) The Company's obligation under Section 3 hereof 2 shall be subject to the limitations and conditions specified in such Section and in clause (iii) of subsection (aA) of this Section 54, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account shares and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registrationeffective.

Conditions and Limitations. (a) a. The Company's obligations under Section 2 hereof shall be subject to the following limitations: (i) i. the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in a transaction to which Rule 145 (transaction or any successor provision) under the Securities Act applies, in an exchange offer or with respect to an employee benefit plan or dividend reinvestment plan), provided that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) clause; or (y) during the period specified in the first proviso of subparagraph (a) a. of Section 4 hereof4; (ii) . the Company shall not be required to furnish any audited financial statements other than those audited statements customarily prepared at the end of its fiscal year, or to furnish any unaudited financial information with respect to any period other than its regularly reported interim quarterly periods unless in the absence of such other unaudited financial information the registration statement would contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading; iii. except as provided in Section 2(b) hereof2.b., the Company shall not be required to cause to become effective file more than three two Demand Registrations, other than . A registration statement will not count as a Demand Registrations meeting the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in numberRegistration until it has become effective; and (iii) iv. the Company shall have received the information and documents specified in Section 6 hereof and each Selling selling Holder shall have observed or performed its other covenants and conditions contained in Sections 6 such section and 8 hereofSection 8. (b) b. The Company's obligation under Section 3 hereof shall be subject to the limitations and conditions specified in such Section section and in clause clauses (iiii), (ii) and (iv) of subsection (a) a. of this Section 5, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account shares and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registrationeffective.

Conditions and Limitations. (aA) The Company's obligations under Section 2 hereof shall be subject to the following limitations: (i) the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities statement on Form S-8 (or any successor form) or any other registration statement relating solely to employee benefit plans or filed in connection with an exchange offer, a transaction to which Rule 145 (or any successor provision) under the Securities Act applies, in applies or an exchange offer or with respect offering of securities solely to an employee benefit plan or dividend reinvestment planthe Company's existing stockholders), provided that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) clause; or (y) during the period specified in the first proviso of subparagraph (aA) of Section 4 hereof4; (ii) except as provided in Section 2(b) hereof2(B), the Company shall not be required to cause to become effective file more than three Demand Registrations, other than . A registration statement will not count as a Demand Registrations meeting Registration until it has become effective and the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in numberHolder or Holders have sold or distributed Restricted Stock thereunder; and (iii) the Company shall have received the information and documents specified in Section 6 hereof and each Selling selling Holder shall have observed or performed its other covenants and conditions contained in Sections 6 such Section and 8 hereofSection 8. (bB) The Company's obligation under Section 3 hereof shall be subject to the limitations and conditions specified in such Section and in clause (iii) of subsection (aA) of this Section 5, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account shares and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registrationeffective.

Conditions and Limitations. (a) The Company's obligations under Section 2 hereof 6.02 shall be subject to the following limitations: : (i) the Company need not file a registration statement either (xi) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in a transaction to which Rule 145 (or any successor provision) under the Securities Act applies, in an exchange offer or with respect to an employee benefit plan or dividend reinvestment planExcluded Registration Statement), provided that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock Registrable Shares that it will delay a Demand Registration pursuant to this clause (xi), the Company may not further postpone such Demand Registration pursuant to this clause (x) clause; or (yii) during the period specified in the first proviso of subparagraph (a) of Section 4 hereof; 6.04(a); (ii) the Company shall not be required to furnish any audited financial statements other than those audited statements customarily prepared at the end of its fiscal year, or to furnish any unaudited financial information with respect to any period other than its regularly reported interim quarterly periods unless in the absence of such other unaudited financial information the registration statement would contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading; (iii) except as provided in Section 2(b) hereof6.02(b), the Company shall not be required to cause to become effective file more than three Demand Registrations, other than . A registration statement will not count as a Demand Registrations meeting the requirements of Section 2 Registration until it has become effective; and which can be made by the Company using Form S-3, which shall not be limited in number; and (iiiiv) the Company shall have received the information and documents specified in Section 6 hereof 6.06 and each Selling selling Holder shall have observed or performed its other covenants and conditions contained in Sections 6 and 8 hereof. such section. (b) The Company's obligation under Section 3 hereof 6.03 shall be subject to the limitations and conditions specified in such Section and in clause (iiiSection 6.05(a) of subsection (a) of this Section 5above, and to the condition that the Company may at 21 26 any time terminate its proposal to register equity securities for its own account shares and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registrationeffective.

Conditions and Limitations. (a) The Company's obligations under Section 2 1 hereof shall be subject to the following limitations: (i) the Holders rights to registration hereunder shall not become effective until the end of the 180 day period immediately following the closing of the Initial Public Offering and shall expire on the tenth anniversary of the date of such closing; (ii) the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in on Form S-4 (or any successor form) with respect to a transaction to which Rule 145 (or any successor provision) under the Securities Act applies, or in an exchange offer offer, or on Form S-8 (or any successor form) with respect to an any employee benefit plan or dividend reinvestment plan), ; provided that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) ), or (y) during the period specified in the first proviso of subparagraph (a) of Section 4 3 hereof; (iiiii) except as provided in Section 2(b1(b) hereof, the Company shall not be required to cause to become effective more than three Demand RegistrationsRegistrations in total, other and no more than two Demand Registrations meeting the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in numberRegistration Statements within any six month period; and (iiiiv) the Company shall have received the information and documents specified in Section 6 5 hereof and each Selling Holder shall have observed or performed its other covenants contained in Sections 6 5 and 8 7 hereof. (b) The Company's obligation under Section 3 2 hereof shall be subject to the limitations and conditions specified in such Section section and in clause (iii) of subsection (a) of this Section 54, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registration.

Conditions and Limitations. (a) The Company's obligations under Section 2 1 hereof shall be subject to the following limitations: (i) the Holder's (or Holders', if more than one) rights to registration hereunder shall not become effective until the end of the 180 day period immediately following the closing of the Offering and shall expire on the tenth anniversary of the date of such closing; (ii) the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in on Form S-4 (or any successor form) with respect to a transaction to which Rule 145 (or any successor provision) under the Securities Act applies, or in an exchange offer offer, or on Form S-8 (or any successor form) with respect to an any employee benefit plan or dividend reinvestment plan), ; provided that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) ), or (y) during the period specified in the first proviso of subparagraph (a) of Section 4 3 hereof; (ii) except as provided in Section 2(b1(b) hereof, the Company shall not be required to cause to become effective more than three Demand RegistrationsRegistrations in total, other and no more than two Demand Registrations meeting the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in numberRegistration Statements within any one year period; and (iii) the Company shall have received the information and documents specified in Section 6 5 hereof and each Selling Holder shall have observed or performed its other covenants contained in Sections 6 5 and 8 7 hereof. (b) The Company's obligation under Section 3 2 hereof shall be subject to the limitations and conditions specified in such Section section and in clause (iii) of subsection (a) of this Section 54, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registration.

Conditions and Limitations. (aA) The Company's obligations under Section 2 hereof shall be subject to the following limitations: (i) the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in a transaction to which Rule 145 (transaction or any successor provision) under the Securities Act applies, in an exchange offer or with respect to an employee benefit plan or dividend reinvestment plan), provided that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a the Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) clause; or (y) during the period specified in the first proviso of subparagraph (aA) of Section 4 hereof4; (ii) the Company shall not be required to furnish any audited financial statements other than those audited statements customarily prepared at the end of its fiscal year, or to furnish any unaudited financial information with respect to any period other than its regularly reported interim quarterly periods unless in the absence of such other unaudited financial information the registration statement would contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading; (iii) except as provided in Section 2(b) hereof2(B), the Company shall not be required to cause to become effective file more than three four Demand Registrations, other than . A registration statement will not count as a Demand Registrations meeting the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in numberRegistration until it has become effective; and (iiiiv) the Company shall have received the information and documents specified in Section 6 hereof and each Selling selling Holder shall have observed or performed its other covenants and conditions contained in Sections 6 such section and 8 hereofSection 8. (bB) The Company's obligation under Section 3 hereof shall be subject to the limitations and conditions specified in such Section section and in clause clauses (iiii), (ii), and (iv) of subsection (aA) of this Section 5, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account shares and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registrationeffective.

Conditions and Limitations. (a) The Company's obligations under Section 2 hereof shall be subject to the following limitations: (i) the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in a transaction to which Rule 145 (or any successor provision) under the Securities Act applies, in an exchange offer or with respect to an employee benefit plan or dividend reinvestment plan), provided that the Company is actively employing good faith efforts to cause such registration statement to become effective, and provided, further, that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) or (y) during the period specified in the first proviso of subparagraph (a) of Section 4 hereof; (ii) except as provided in Section 2(b) hereof, the Company shall not be required to cause to become effective more than three Demand Registrations, other than Demand Registrations meeting the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in number; and (iii) the Company shall have received the information and documents specified in Section 6 hereof and each Selling Holder shall have observed or performed its other covenants contained in Sections 6 and 8 10 hereof. (b) The Company's obligation under Section 3 hereof shall be subject to the limitations and conditions specified in such Section and in clause (iii) of subsection (a) of this Section 5, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registration.

Conditions and Limitations. (a) The Company's ’s obligations under Section 2 hereof shall be subject to the following limitations: (i) the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's ’s estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in a transaction to which Rule 145 (or any successor provision) under the Securities Act applies, in an exchange offer or with respect to an employee benefit plan or dividend reinvestment plan), provided that the Company is actively employing good faith efforts to cause such registration statement to become effective, and provided, further, that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) or (y) during the period specified in the first proviso of subparagraph (a) of Section 4 hereof; (ii) except as provided in Section 2(b) hereof, the Company shall not be required to cause to become effective more than three Demand Registrations, other than Demand Registrations meeting the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in number; and (iii) the Company shall have received the information and documents specified in Section 6 hereof and each Selling Holder shall have observed or performed its other covenants contained in Sections 6 and 8 10 hereof. (b) The Company's ’s obligation under Section 3 hereof shall be subject to the limitations and conditions specified in such Section and in clause (iii) of subsection (a) of this Section 5, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registration.

Conditions and Limitations. (aA) The Company's obligations under Section 2 hereof 1 shall be subject to the following limitations: (i) the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in a transaction to which Rule 145 (transaction or any successor provision) under the Securities Act applies, in an exchange offer or with respect to an employee benefit plan or dividend reinvestment plan), provided that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) clause; or (y) during the period specified in the first proviso of subparagraph subsection (aA) of Section 4 hereof3; (ii) the Company shall not be required to furnish any audited financial statements other than those audited statements customarily prepared at the end of its fiscal year, or to furnish any unaudited financial information with respect to any period other than its regularly reported interim quarterly periods unless in the absence of such other unaudited financial information the registration statement would contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading; (iii) except as provided in Section 2(b) hereof1(B), the Company shall not be required to cause to become effective file more than three two Demand Registrations, other than . A registration statement will not count as a Demand Registrations meeting the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in numberRegistration until it has become effective; and (iiiiv) the Company shall have received the information and documents specified in Section 6 hereof 5 and each Selling selling Holder shall have observed or performed its other covenants and conditions contained in Sections 6 and 8 hereofsuch section. (bB) The Company's obligation under Section 3 hereof 2 shall be subject to the limitations and conditions specified in such Section section and in clause clauses (iiii), (ii) and (iv) of subsection (aA) of this Section 5, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registration.of

Conditions and Limitations. As a condition precedent to any exercise of this option, the Holder (or if any other individual or individuals are exercising this option, such individual or individuals) shall deliver to the Company an investment letter in form and substance satisfactory to the Company and its counsel which shall contain, among other things (including an acknowledgment of the rights of first refusal set forth in Section 9 hereof) a statement in writing: (a) The Company's obligations under Section 2 hereof shall be that the option is then being exercised for the account of the Holder and only with a view to investment in, and not in connection with or with a view to the disposition of, the shares with respect to which the option is then being exercised; (b) that the Holder has been advised that Rule 144 of the Securities and Exchange Commission (the "Commission"), which permits the resale, subject to the following limitations: various terms and conditions, of small amounts of "restricted securities" (ias therein defined) after they have been held for two years, does not now apply to the Company need because the Company is not now required to file, and does not file, current reports under the Securities Exchange Act of 1934 (the "Exchange Act"), nor is there publicly available information concerning the Company substantially equivalent to that which would be available if the Company were required to file such reports; (c) that the Holder understands that there is no assurance that the Company will ever become a registration statement either reporting company under the Exchange Act and that the Company has no obligation to the Holder to do so; (xd) during that the period starting with Holder and Xxxxxx's representatives have fully investigated the date 60 days prior to Company and the business and financial conditions concerning it and have knowledge of the Company's estimated date then current corporate activities and financial condition; (e) if the Company shall so require, confirming the rights of filing offirst refusal and repurchase option of the Company (if any) set forth herein; and (f) that the Holder believes that the nature and amount of the shares being purchased are consistent with Xxxxxx's investment objectives, abilities and ending 90 resources. The restriction imposed by the foregoing investment representations shall be inoperative upon the registration with the Commission of the stock subject to this option or acquired through the exercise of this option. The Holder also agrees for a period of up to 180 days after from the effective date of filing of, any registration statement pertaining to of securities of the Company (other than a registration of securities in a transaction to which Rule 145 (or any successor provision) under the Securities Act appliesof 1933, in an exchange offer or with respect to an employee benefit plan or dividend reinvestment planas amended (the "Securities Act"), provided that if such Company registration statement is not filed within 90 days after the first date on which upon request of the Company notifies a Holder or the underwriters managing any underwritten offering of Restricted Stock that it will delay a Demand Registration the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any shares issued pursuant to the exercise of this clause (x)option, without the prior written consent of the Company may not further postpone and such Demand Registration pursuant to this clause (x) or (y) during the period specified in the first proviso of subparagraph (a) of Section 4 hereof; (ii) except as provided in Section 2(b) hereof, the Company shall not be required to cause to become effective more than three Demand Registrations, other than Demand Registrations meeting the requirements of Section 2 and which can be made by the Company using Form S-3, which shall not be limited in number; and (iii) the Company shall have received the information and documents specified in Section 6 hereof and each Selling Holder shall have observed or performed its other covenants contained in Sections 6 and 8 hereofunderwriters. (b) The Company's obligation under Section 3 hereof shall be subject to the limitations and conditions specified in such Section and in clause (iii) of subsection (a) of this Section 5, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account and discontinue its efforts to cause a registration statement to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registration.

Conditions and Limitations. (aA) The Company's obligations under Section 2 hereof shall be subject to the following limitations: (i) the Company need not file a registration statement either (x) during the period starting with the date 60 days prior to the Company's estimated date of filing of, and ending 90 days after the effective date of filing of, any registration statement pertaining to securities of the Company (other than a registration of securities in a transaction to which Rule 145 (or any successor provision) under the Securities Act applies, in an exchange offer or with respect to an employee benefit plan or dividend reinvestment plan), provided that if such Company registration statement is not filed within 90 days after the first date on which the Company notifies a Holder of Restricted Stock that it will delay a Demand Registration pursuant to this clause (x), the Company may not further postpone such Demand Registration pursuant to this clause (x) or (y) during the period specified in the first proviso of subparagraph (a) of Section 4 hereof; (ii) except as provided in Section 2(b) hereof2(B), the Company shall not be required to cause to become effective file more than three Demand Registrations. A registration statement will not count as a Demand Registration until it has become effective, other than provided that, in the event one or more selling Holders withdraws his or her request for a Demand Registrations meeting Registration (1) after the requirements filing of the registration statement but prior to the effectiveness thereof, or (2) prior to the filing of the registration statement and after thirty business days from the date the Holders make a written request for a Demand Registration under Section 2 and which can be made by 2(A) (provided that the Company using Form S-3, which shall not be limited have exercised its delay rights under Section 4(A)), and as a result thereof the remaining Restricted Stock subject to the request for Demand Registration shall fail to constitute at least twenty percent (20%) of the number of shares of Initial Restricted Stock, such request for Demand Registration shall count as a Demand Registration under this Section 5(A)(i) unless the Holders pay and reimburse the Company for all the fees and expenses incurred by it in number; andconnection with such requested registration. (iiiii) the Company shall have received the information and documents specified in Section 6 hereof and each Selling selling Holder shall have observed or performed its other covenants and conditions contained in Sections Section 6 and 8 hereofSection 7. (bB) The Company's obligation under Section 3 hereof shall be subject to the limitations and conditions specified in such Section and in clause (iii) of subsection (a) of this Section 5, and to the condition that the Company may at any time terminate its proposal to register equity securities for its own account shares and discontinue its efforts to cause a registration statement for the Company's securities to become or remain effective as to any and all shares or other units of Restricted Stock that would otherwise have been eligible for inclusion in such registrationeffective.