Common use of Limitations on Form S-3 Registration Clause in Contracts

Limitations on Form S-3 Registration. The Company shall not be obligated to effect, or take any action to effect, any such registration pursuant to this Section 2.3: (i) In the circumstances described in either Sections 2.1(b)(ii) or 2.1(b)(iv); (ii) If the Initiating Holders, together with the holders of any other securities of the Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) on Form S-3 at an aggregate price to the public (net of any underwriters’ discounts and commissions) of less than Ten Million Dollars ($10,000,000); or (iii) If, in a given twelve (12)-month period, the Company has effected two (2) such registrations in such period that have been declared effective by the SEC.

Limitations on Form S-3 Registration. The Company shall not be obligated to effect, or take any action to effect, any such registration pursuant to this Section 2.3: (i) In in the circumstances described in either Sections 2.1(b)(ii2.1(d)(ii) or 2.1(b)(iv2.1(d)(iv); (ii) If if the Initiating Holders, together with the holders of any other securities of the Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) on Form S-3 at an aggregate price to the public (net of any underwriters’ discounts and commissions) of less than Ten Three Million Dollars ($10,000,0003,000,000); or (iii) Ifif, in a given twelve (12)-month the prior six-month period, the Company has effected two one (21) such registrations registration pursuant to this Section 2.3 in such period that have been declared effective by the SECperiod.

Limitations on Form S-3 Registration. The Company shall not be obligated to effect, or take any action to effect, any such registration pursuant to this Section 2.3: (i) In the circumstances described in either Sections 2.1(b)(ii2.1(b)(i), 2.1(b)(iii), 2.1(b)(v), 2.1(b)(vii) or 2.1(b)(iv2.1(b)(viii); (ii) If the Initiating Holders, together with the holders of any other securities of the Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) on Form S-3 at an aggregate price to the public (net of any underwriters’ discounts and commissions) of less than Ten Million Dollars ($10,000,000)25,000,000, or in the case of an underwritten offering, $50,000,000; or (iii) If, in a given twelve (12)-month twelve-month period, the Company has effected two (2) such registrations in such period that have been declared effective by the SECperiod.

Limitations on Form S-3 Registration. The Company shall not be obligated to effect, or take any action to effect, any such registration pursuant to this Section 2.3: (i) In the circumstances described in either any of Sections 2.1(b)(ii2.1(b)(i), 2.1(b)(iii) or 2.1(b)(iv2.1(b)(v); (ii) If the Initiating Holders, together with the holders of any other securities of the Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) on Form S-3 at an aggregate price to the public of less than $2,000,000 (net of any underwriters’ underwriting discounts and commissions) of less than Ten Million Dollars ($10,000,000); or (iii) If, in a given twelve (12)-month twelve-month period, the Company has effected two (2) such registrations in such period that have been declared effective by the SECperiod.

Limitations on Form S-3 Registration. The Company shall not be obligated to effect, or take any action to effect, any such registration pursuant to this Section 2.3: (i) In in the circumstances described in either Sections 2.1(b)(ii2.1(d)(ii) or 2.1(b)(iv2.1(d)(iv); (ii) If if the Initiating Holders, together with the holders of any other securities of the Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) on Form S-3 at an aggregate price to the public (net of any underwriters’ discounts and commissions) of less than Ten Three Million Dollars ($10,000,0003,000,000); or (iii) Ifif, in a given twelve (12)-month six-month period, the Company has effected two one (21) such registrations registration in such period that have been declared effective by the SECperiod.

Limitations on Form S-3 Registration. The Company shall not be obligated to effect, or take any action to effect, any such registration pursuant to this Section 2.3: (i) In the circumstances described in either Sections 2.1(b)(ii) or 2.1(b)(iv); (ii) If the Initiating Holders, together with the holders of any other securities of the Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) on Form S-3 at an aggregate price to the public (net of any underwriters’ discounts and commissions) of less than Ten Three Million Dollars ($10,000,0003,000,000); or (iii) If, in a given twelve (12)-month period, After the Company has effected initiated two (2) such registrations in such period that pursuant to Section 2.1 or this Section 2.3 (counting for these purposes only registrations which have been declared or ordered effective by the SECand pursuant to which securities have been sold).

Limitations on Form S-3 Registration. The Company shall not be obligated to effect, or take any action to effect, any such registration pursuant to this Section 2.3: (i) In the circumstances described in either Sections 2.1(b)(ii) or 2.1(b)(iv); (ii) If the Initiating Holders, together with the holders of any other securities of the Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) on Form S-3 at an aggregate price to the public (net of any underwriters’ discounts and commissions) of less than Ten Million Dollars ($10,000,000); or (iii) If, in a given twelve (12)-month period, the Company has effected two (2) such registrations in such period that have been declared effective by the SECperiod.