Common use of Limitations on Demand Registration Clause in Contracts

Limitations on Demand Registration. The Company shall not be required to effect more than (a) three (3) Underwritten Demands requested by RCF Lender Qualified Holders (together with any Underwritten Shelf Takedowns requested by RCF Lender Qualified Holders) and (b) five (5) Underwritten Demands requested by Senior Notes Qualified Holders (together with any Underwritten Shelf Takedowns requested by Senior Notes Qualified Holders and other Holders that are not RCF Lender Qualified Holders), in the aggregate. The Company shall not be required to effect the Underwritten Demand if the aggregate proceeds expected to be received from the sale of the Registrable Securities requested to be registered in such Underwritten Demand, in the good faith judgment of the managing underwriter(s) therefor, is less than the lesser of (x) $15 million and (y) such amount as would enable all remaining Registrable Securities to be included in such Underwritten Demand, in each case as of the date the Company receives a written request for an Underwritten Demand. The Company shall not be obligated to effect a Demand Registration (A) within ninety (90) days (or such longer period specified in any applicable lock-up agreement entered into with underwriters) after the consummation of a previous Demand Registration or Underwritten Shelf Takedown or Company-initiated Public Offering or (B) within sixty (60) days prior to the Company’s good faith estimate of the date of filing of a Company-initiated registration statement.

Limitations on Demand Registration. The Company shall not be required to effect more than five (a) three (35) Underwritten Demands requested by RCF Lender Qualified Holders (together with any Underwritten Shelf Takedowns requested by RCF Lender Qualified HoldersTakedowns) and (b) five (5) Underwritten Demands requested by Senior Notes Qualified Holders (together with any Underwritten Shelf Takedowns requested by Senior Notes Qualified Holders and other Holders that are not RCF Lender Qualified Holders), in the aggregate. The Company shall not be required to effect the an Underwritten Demand if the aggregate proceeds expected to be received from the sale of the Registrable Securities requested to be registered in such Underwritten Demand, in the good faith judgment of the managing underwriter(s) therefor, is less than the lesser of (x) $15 million 20,000,000 and (y) such amount as would enable all remaining Registrable Securities to be included in such Underwritten Demand, in each case as of the date the Company receives a written request for an Underwritten Demand. The Company shall not be obligated to effect a Demand Registration (A) within ninety (90) days (or such longer period specified in any applicable lock-up agreement entered into with underwriters) after the consummation “pricing” of a previous Demand Registration or Underwritten Shelf Takedown or Takedown, the “pricing” of a Company-initiated Public Offering or the “pricing” of a previous “Demand Registration” or “Underwritten Shelf Takedown” (each as defined in the Existing Registration Rights Agreement) or (B) within sixty (60) days prior to the Company’s good faith estimate of the date of filing of a Company-initiated registration statement.

Limitations on Demand Registration. The Company shall not be required to effect more than four (a4) three (3) Underwritten Demands requested by RCF Lender Qualified Holders Demand Requests (together with any Underwritten Shelf Takedowns requested by RCF Lender Qualified HoldersTakedowns) and (b) five (5) Underwritten Demands requested by Senior Notes Qualified Holders (together with any Underwritten Shelf Takedowns requested by Senior Notes Qualified Holders and other Holders that are not RCF Lender Qualified Holders), in the aggregate. The Company shall not be obligated to effect a Demand Registration (A) within ninety (90) days (or such longer period specified in any applicable lock-up agreement entered into with underwriters) after the “pricing” of a previous Demand Registration or Underwritten Shelf Takedown, the “pricing” of a Company-initiated Public Offering or the “pricing” of a previous “Demand Registration” or “Underwritten Shelf Takedown” (pursuant to and as defined, in the Existing Registration Rights Agreements) or (B) within sixty (60) days prior to the Company’s good faith estimate of the date of filing of a Company-initiated registration statement. In addition, the Company shall not be required to effect the an Underwritten Demand if the aggregate proceeds expected to be received from the sale of the Registrable Securities requested to be registered in such Underwritten Demand, in the good faith judgment of the managing underwriter(s) therefor, is less than the lesser of (x) $15 million 20,000,000 and (y) such amount as would enable all remaining Registrable Securities to be included in such Underwritten Demand, in each case as of the date the Company receives a written request for an Underwritten Demand. The Company shall not be obligated to effect a Demand Registration (A) within ninety (90) days (or such longer period specified in any applicable lock-up agreement entered into with underwriters) after the consummation of a previous Demand Registration or Underwritten Shelf Takedown or Company-initiated Public Offering or (B) within sixty (60) days prior to the Company’s good faith estimate of the date of filing of a Company-initiated registration statement.

Limitations on Demand Registration. The Company shall not be required to effect more than (a) three (3) Underwritten Demands requested by RCF Lender Qualified Holders (together with any Underwritten Shelf Takedowns requested by RCF Lender Qualified HoldersTakedowns) and (b) five (5) Underwritten Demands requested by Senior Notes Qualified Holders (together with any Underwritten Shelf Takedowns requested by Senior Notes Qualified Holders and other Holders that are not RCF Lender Qualified Holders), in the aggregate. The Company shall not be required to effect the an Underwritten Demand if the aggregate proceeds expected to be received from the sale of the Registrable Securities requested to be registered in such Underwritten Demand, in the good faith judgment of the managing underwriter(s) therefor, is less than the lesser of (xi) $15 million 20,000,000 and (yii) such amount as would enable all remaining Registrable Securities to be included in such Underwritten Demand, in each case as of the date the Company receives a written request for an Underwritten Demand. The Company shall not be obligated to effect a Demand Registration (Ax) within ninety (90) days (or such longer period specified in any applicable lock-up agreement entered into with underwriters) after the consummation “pricing” of a previous Demand Registration or Underwritten Shelf Takedown or Company-initiated Public Offering or (By) within sixty (60) days prior to the Company’s good faith estimate of the date of filing of a Company-initiated registration statement.

Limitations on Demand Registration. The Company shall not be required to effect more than five (a) three (35) Underwritten Demands requested by RCF Lender Qualified Holders (together with any Underwritten Shelf Takedowns requested by RCF Lender Qualified HoldersTakedowns) and (b) five (5) Underwritten Demands requested by Senior Notes Qualified Holders (together with any Underwritten Shelf Takedowns requested by Senior Notes Qualified Holders and other Holders that are not RCF Lender Qualified Holders), in the aggregate. The Company shall not be required to effect the an Underwritten Demand if the aggregate proceeds expected to be received from the sale of the Registrable Securities requested to be registered in such Underwritten Demand, in the good faith judgment of the managing underwriter(s) therefor, is less than the lesser of (x) $15 million 20,000,000 and (y) such amount as would enable all remaining Registrable Securities to be included in such Underwritten Demand, in each case as of the date the Company receives a written request for an Underwritten Demand. The Company shall not be obligated to effect a Demand Registration (A) within ninety (90) days (or such longer period specified in any applicable lock-up agreement entered into with underwriters) after the consummation “pricing” of a previous Demand Registration or Underwritten Shelf Takedown or Company-initiated Public Offering or (B) within sixty (60) days prior to the Company’s good faith estimate of the date of filing of a Company-initiated registration statement.