Common use of Limitation on Registrations and Underwritten Offerings Clause in Contracts

Limitation on Registrations and Underwritten Offerings. (a) Notwithstanding the rights and obligations set forth in Sections 2.01 and 2.02, in no event shall the Company be obligated to take any action to effect any Demand Registration or any Marketed Underwritten Shelf Take-Down at the request of First Reserve (and its Affiliates and Permitted Assignees) after the Company has effected four (4) Demand Registrations and/or Marketed Underwritten Shelf Take-Downs at the request of First Reserve and its Affiliates and Permitted Assignees. (b) Notwithstanding the rights and obligations set forth in Sections 2.01 and 2.02, in no event shall the Company be obligated to take any action to (i) effect more than one (1) Marketed Underwritten Offering in any consecutive 90-day period or (ii) effect any Underwritten Offering unless the First Reserve Parties propose to sell Registrable Securities in such Underwritten Offering having a reasonably anticipated net aggregate price (after deduction of underwriter commissions and offering expenses) of at least $10,000,000 or 100% of the Registrable Securities then held by any First Reserve Party (if the value of such Registrable Securities is reasonably anticipated to have a net aggregate price of less than $10,000,000). (c) For the avoidance of doubt, First Reserve shall have the right to obligate the Company to effect an unlimited number of Shelf Take-Downs that are not Marketed Underwritten Shelf Take-Downs.

Limitation on Registrations and Underwritten Offerings. (a) Notwithstanding the rights and obligations set forth in Sections 2.01 and 2.02Section 2.01, in no event shall the Company be obligated to take any action to effect any Demand Registration or any Marketed Underwritten Shelf Take-Down at the request of First Reserve Navy (and its Affiliates and Permitted Assignees) after the Company has effected four (4) Demand Registrations and/or five Marketed Underwritten Shelf Take-Downs at the request of First Reserve Navy and its Affiliates and Permitted Assignees. (b) Notwithstanding the rights and obligations set forth in Sections 2.01 and 2.02Section 2.01, in no event shall the Company be obligated to take any action to (i) effect more than one (1) Marketed Underwritten Offering in any consecutive 90180-day period or (ii) effect any Underwritten Offering unless the First Reserve Parties propose Navy proposes to sell Registrable Securities in such Underwritten Offering having a reasonably anticipated net aggregate price (after deduction of underwriter commissions and offering expenses) of at least $10,000,000 75,000,000 or 100% of the Registrable Securities then held by any First Reserve Party Navy (if the value of such Registrable Securities is reasonably anticipated to have a net aggregate price of less than $10,000,00075,000,000). (c) For the avoidance of doubt, First Reserve shall have the right to obligate the Company to effect an unlimited number of Shelf Take-Downs that are not Marketed Underwritten Shelf Take-Downs.

Limitation on Registrations and Underwritten Offerings. (a) Notwithstanding the rights and obligations set forth in Sections 2.01 and 2.02, in no event shall the Company be obligated to take any action to effect any Demand Registration or any Marketed Underwritten Shelf Take-Down at the request of First Reserve (and its Affiliates and Permitted Assignees) after the Company has effected four (4) such number of Demand Registrations and/or Marketed Underwritten Shelf Take-Downs at the request of First Reserve and an Institutional Investor or its Affiliates and Permitted Assigneesequal to the number of Institutional Investors Registration Demands. (b) Notwithstanding the rights and obligations set forth in Sections 2.01 and 2.02, in no event shall the Company be obligated to take any action to (i) effect more than one (1) Marketed Underwritten Offering in any consecutive 90120-day period or (ii) effect any Underwritten Offering unless the First Reserve Parties propose Institutional Investor initiating such Underwritten Offering proposes to sell Registrable Securities in such Underwritten Offering having a reasonably anticipated net gross aggregate price (after before deduction of underwriter commissions and offering expenses) of at least $10,000,000 25,000,000 or 100% of the Registrable Securities then held by any First Reserve Party such Institutional Investor (if the value of such Registrable Securities is reasonably anticipated to have a net gross aggregate price of less than $10,000,00025,000,000). (c) For purposes of this Exhibit A, “Institutional Investors Registration Demands” means (i) five, for the avoidance of doubtCrestview Aggregator, First Reserve shall have the right and (ii) three, for RCP; provided, however, that with respect to obligate Registrations pursuant to Section 2.02(a), if the Company is eligible to effect file a Short Form Registration, such Short Form Registrations shall be limited to four (4) in the aggregate per 12-month period, but shall not count as an unlimited number Institutional Investors Registration Demand for purposes of Shelf Take-Downs that are not Marketed Underwritten Shelf Take-DownsSection 2.11(a).

Limitation on Registrations and Underwritten Offerings. (a) Notwithstanding the rights and obligations set forth in Sections 2.01 and 2.02, in no event shall the Company be obligated to take any action to effect any Demand Registration or any Marketed Underwritten Shelf Take-Down at the request of First Reserve the Institutional Investors (and its Affiliates and their Permitted Assignees) after the Company has effected four (4) such number of Demand Registrations and/or Marketed Underwritten Shelf Take-Downs at the request of First Reserve the Institutional Investors and its their Affiliates and Permitted AssigneesAssignees equal to the number of Institutional Investor Registration Demands. (b) Notwithstanding the rights and obligations set forth in Sections 2.01 and 2.02, in no event shall the Company be obligated to take any action to (i) effect more than one (1) Marketed Underwritten Offering in any consecutive 90-day period or (ii) effect any Underwritten Offering unless the First Reserve Parties propose Institutional Investor initiating such Underwritten Offering proposes to sell Registrable Securities in such Underwritten Offering having a reasonably anticipated net gross aggregate price (after before deduction of underwriter commissions and offering expenses) of at least $10,000,000 or 100% of the Registrable Securities then held by any First Reserve Party (if the value of such Registrable Securities is reasonably anticipated to have a net aggregate price of less than $10,000,000). (c) For the avoidance purposes of doubtthis Agreement, First Reserve shall have the right “Institutional Investor Registration Demands” means (i) with respect to obligate Warburg Pincus, three (3), (ii) with respect to Vertical, one (1) and (iii) with respect to D1, one (1); provided, however, that with respect to Registrations pursuant to Section 2.02(a), if the Company is eligible to effect an unlimited number of file a Short Form Registration, such Short Form Registrations (and any Shelf Take-Downs that are not Downs, including any Marketed Underwritten Shelf Take-–Downs) shall not be limited and shall not count as an Institutional Investor Registration Demand for purposes of Section 2.11(a).