Common use of Limitations, Conditions and Qualifications to Obligations under Registration Covenants Clause in Contracts

Limitations, Conditions and Qualifications to Obligations under Registration Covenants. The obligations of the Corporation to use its reasonable efforts to cause the Registrable Securities to be registered under the Securities Act are subject to each of the following limitations, conditions and qualifications. (a) The Corporation shall not be obligated to file any registration statement pursuant to Section 2.1 hereof at any time if the Corporation would be required to include financial statements audited as of any date other than the end of its fiscal year. (b) The Corporation shall be entitled to postpone for a period of time (which in the judgment of the Corporation is reasonable under the circumstances) the filing of any registration statement otherwise required to be prepared and filed by it pursuant to Section 2.1 if the Corporation determines, in its reasonable judgment, that such registration and offering would interfere with any financing, acquisition, corporate reorganization or other proposed material transaction involving the Corporation or any of its Affiliates or that it would require the Corporation to disclose material non-public Information that it deems advisable not to disclose and promptly gives the Investor written notice of such determination. Further, the Corporation shall have the right to require each Investor participating not to sell securities in a public offering for a period of up to 90 days during the effectiveness of any registration statement if the Corporation shall determine that such sale would interfere with any transaction involving the Corporation as described above or that such registration would require disclosure of such material non-public information. If pursuant to the preceding sentence the Corporation has required the Investor to discontinue the sale of securities during the effectiveness of a registration statement, then the period of time any such registration statement must be kept effective pursuant to Section 2.3(ii) hereof shall be extended for a period equal to the length of such discontinuance. (c) If the Investor proposes that the sale of Registrable Securities pursuant to Section 2.1 hereof be an underwritten offering, the Corporation shall have the right to approve the choice of underwriters who undertake such offering.

Limitations, Conditions and Qualifications to Obligations under Registration Covenants. The obligations of the Corporation to use its reasonable efforts to cause the Registrable Securities to be registered under the Securities Act are subject to each of the following limitations, conditions and qualifications. (a) The Corporation shall not be obligated to file any registration statement pursuant to Section 2.1 hereof at any time if the Corporation would be required to include financial statements state- ments audited as of any date other than the end of its fiscal year. (b) The Corporation shall be entitled to postpone for a period of time (which in the judgment of the Corporation is reasonable under the circumstances) the filing of any registration statement otherwise required to be prepared and filed by it pursuant to Section 2.1 if the Corporation determines, in its reasonable judgment, that such registration and offering would interfere with any financing, acquisition, corporate reorganization or other proposed material transaction involving the Corporation or any of its Affiliates or that it would require the Corporation to disclose material non-public Information information that it deems advisable not to disclose and promptly gives the Investor Lender written notice of such determination. Further, the Corporation shall have the right to require each Investor Lender participating not to sell securities in a public offering for a period of up to 90 days during the effectiveness effective- ness of any registration statement if the Corporation shall determine that such sale would interfere with any transaction involving the Corporation as described above or that such registration registra- tion would require disclosure of such material non-public informationinforma- tion. If pursuant to the preceding sentence the Corporation has required the Investor Lender to discontinue the sale of securities during the effectiveness of a registration statement, then the period of time any such registration statement must be kept effective pursuant to Section 2.3(ii) hereof shall be extended for a period equal to the length of such discontinuance. (c) If the Investor Lender proposes that the sale of Registrable Securities pursuant to Section 2.1 hereof be an underwritten offering, the Corporation shall have the right to approve the choice of underwriters who undertake such offering.

Limitations, Conditions and Qualifications to Obligations under Registration Covenants. The obligations of the Corporation to use its reasonable efforts to cause the Registrable Securities to be registered under the Securities Act are subject to each of the following limitations, conditions and qualifications. (a) The Corporation shall not be obligated to file any registration statement pursuant to Section 2.1 hereof at any time if the Corporation would be required to include financial statements state- ments audited as of any date other than the end of its fiscal year. (b) The Corporation shall be entitled to postpone for a period of time (which in the judgment of the Corporation is reasonable under the circumstances) the filing of any registration statement otherwise required to be prepared and filed by it pursuant to Section 2.1 if the Corporation determines, in its reasonable judgment, that such registration and offering would interfere with any financing, acquisition, corporate reorganization or other proposed material transaction involving the Corporation or any of its Affiliates or that it would require the Corporation to disclose material non-public Information information that it deems advisable not to disclose and promptly gives the Investor written notice of such determination. Further, the Corporation shall have the right to require each Investor participating not to sell securities in a public offering for a period of up to 90 days during the effectiveness effective- ness of any registration statement if the Corporation shall determine that such sale would interfere with any transaction involving the Corporation as described above or that such registration registra- tion would require disclosure of such material non-public informationinforma- tion. If pursuant to the preceding sentence the Corporation has required the Investor to discontinue the sale of securities during the effectiveness of a registration statement, then the period of time any such registration statement must be kept effective pursuant to Section 2.3(ii) hereof shall be extended for a period equal to the length of such discontinuance. (c) If the Investor proposes that the sale of Registrable Securities pursuant to Section 2.1 hereof be an underwritten offering, the Corporation shall have the right to approve the choice of underwriters who undertake such offering.