Common use of Limitations on Registrations Clause in Contracts

Limitations on Registrations. The rights of the Investor Holders to request Demand Registrations pursuant to Section 2.1(a) are subject to the following limitations: (i) in no event shall the Company be required to effect a Demand Registration until after the earlier of (A) an Initial Public Offering and (B) the first anniversary of this Agreement; (ii) in no event shall the Company be required to effect a Demand Registration unless the aggregate offering price, net of underwriting discounts and commissions, is at least $10,000,000; provided, however, that the Company shall be required to effect a Demand Registration regardless of the aggregate offering price in the event that the Majority Investor Holders are disposing of all of the Registrable Securities held by them; and (iii) in no event shall the Company be required to effect, in the aggregate, more than four Demand Registrations; provided, however, that Investor Holders shall be deemed not to have expended a Demand Registration right to the extent the Company (x) does not include in what would otherwise be the final registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Holders by reason of Section 2.1(b) or (y) terminates a Shelf Registration pursuant to Section 2.3 prior to the time that all Registrable Securities covered by such Shelf Registration have been sold; and provided, further, that the Registration Expenses in connection with each other Demand Registration shall be allocated pro rata among all Persons on whose behalf securities of the Company are included in such registration, on the basis of the respective amounts of the securities then being registered on their behalf.

Limitations on Registrations. The rights of the Investor Holders of Registrable Securities to request Demand Registrations pursuant to Section 2.1(a) are subject to the following limitations: (i) in no event shall the Company be required to effect a Demand Registration until after the earlier of (A) an Initial Public Offering and the third anniversary of this Agreement, (B) the first anniversary completion of this Agreement; the continuous offering of Common Shares (or follow-on continuous offering of Common Shares), (C) the initial public offering of Common Shares in an Underwritten Offering, or (D) the listing of Common Shares on a national securities exchange or over-the-counter-market, (ii) in no event shall the Company shall not be required obligated to effect a Demand Registration unless 120 days have elapsed since the aggregate offering price, net of underwriting discounts and commissions, is at least $10,000,000; provided, however, last day that the Company shall be required to effect a prior Demand Registration regardless of Statement remained effective (or, if earlier, the aggregate offering price in day on which the event that the Majority Investor Holders are disposing of all last of the Registrable Securities held covered by them; such prior Demand Registration Statement was sold), and (iii) in no event shall the Company be required to effect, in the aggregate, effect more than four 6 Demand Registrations (the "Initial Demands"), provided that when the Majority Holders own less than 35% of the issued and outstanding Common Shares on a fully diluted basis, the Company shall be required to effect no more than the lesser of the number of Initial Demands remaining and 3 Demand Registrations; provided, however, that Investor Holders such number shall be deemed not to have expended a Demand Registration right increased to the extent the Company (x) does not include in what would otherwise be the final registration for which the Company is required to pay Registration Expenses at least 75% of the number of Registrable Securities requested to be registered by the Holders by reason of Section 2.1(b) or (y) terminates a Shelf Registration pursuant to Section 2.3 prior to the time that all Registrable Securities covered by such Shelf Registration have been sold); and provided, further, that the Registration Expenses in connection with each other Demand Registration shall be allocated pro rata among all Persons on whose behalf securities of the Company are included in such registration, on the basis of the respective amounts of the securities then being registered on their behalf.

Limitations on Registrations. The rights of the Investor Holders of Registrable Securities to request Demand Registrations pursuant to Section 2.1(a) are subject to the following limitations: (i) in no event shall the Company be required to effect a Demand Registration until after the earlier of (A) twelve months after the Company consummates an Initial Public Offering Offering, and (B) the first fourth anniversary of this Agreement; , (ii) that in no event shall the Company be required to effect a pay Registration Expenses of more than two Demand Registrations per year, as long as the second Demand Registration unless the aggregate offering price, net of underwriting discounts and commissions, is at least $10,000,000twelve months after the first Demand Registration; provided, however, that the Company such number shall be required to effect a Demand Registration regardless of the aggregate offering price in the event that the Majority Investor Holders are disposing of all of the Registrable Securities held by them; and (iii) in no event shall the Company be required to effect, in the aggregate, more than four Demand Registrations; provided, however, that Investor Holders shall be deemed not to have expended a Demand Registration right increased to the extent the Company (x) does not include in what would otherwise be the final registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Holders by reason of Section 2.1(b) or (y) terminates a Shelf Registration pursuant to Section 2.3 prior to the time that all Registrable Securities covered by such Shelf Registration have been sold; provided, further, that after either (a) the consummation of the first Demand Registration, or (b) the first anniversary of the date on which the Company consummates an Initial Public Offering and in either case if the Company is a registrant entitled to use Form S-3 or any successor form thereto to register the Registrable Securities, then each of the aforementioned Demand Registrations shall be on such Form S-3; and provided, further, ' that the Registration Expenses in connection with each other Demand Registration shall be allocated pro rata among all Persons on whose behalf securities of the Company are included in such registration, on the basis of the respective amounts of the securities then being registered on their behalf, and (iii) that no Request may be made after the receipt by the Holders of an Incidental Registration Notice; provided, however, that the Incidental Registration Statement related to such Incidental Registration Notice is declared effective within 90 days of the Holders receipt of such Incidental Registration Notice.

Limitations on Registrations. The rights of the Investor Holders of Registrable Securities to request Demand Registrations pursuant to Section 2.1(a) are subject to the following limitations: (i) in no event shall the Company be required to effect a Demand Registration until after the earlier of (A) an Initial Public Offering and (BMarch 15, 2008,(ii) the first anniversary of this Agreement; (ii) in no event Company shall the Company not be required obligated to effect a Demand Registration unless 150 days have elapsed since the aggregate offering price, net of underwriting discounts and commissions, is at least $10,000,000; provided, however, last day that the Company shall be required to effect a prior Demand Registration regardless of Statement remained effective (or, if earlier, the aggregate offering price in day on which the event that the Majority Investor Holders are disposing of all last of the Registrable Securities held covered by them; such prior Demand Registration Statement was sold), and (iii) in no event shall the Company be required to effect, in the aggregate, pay Registration Expenses of more than four two Demand RegistrationsRegistrations by each of the Principal Stockholder and the Minority Stockholder; providedPROVIDED, howeverHOWEVER, (i) that Investor Holders such number shall be deemed not to have expended a Demand Registration right increased to the extent the Company (x) does not include in what would otherwise be the final registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Holders by reason of Section 2.1(b) or and (yii) terminates the Minority Stockholder shall be deemed not to have exercised a Shelf Registration pursuant to Section 2.3 prior demand right to the time that all Registrable Securities covered by such Shelf Registration have been soldextent the Principal Stockholder exercises its rights under Section 3.7 of the Stockholders' Agreement; and providedPROVIDED, furtherFURTHER, that the Registration Expenses in connection with each other Demand Registration shall be allocated pro rata among all Persons on whose behalf securities of the Company are included in such registration, on the basis of the respective amounts of the securities then being registered on their behalf.

Limitations on Registrations. The rights of the Investor Holders of Registrable Securities to request Demand Registrations pursuant to Section 2.1(a) are subject to the following limitations: (i) in no event shall the Company be required to effect a Demand Registration until after the earlier of (A) an Initial Public Offering and (B) the first anniversary of this Agreement; (ii) in no event shall the Company be required to effect a Demand Registration unless the aggregate offering price, net of underwriting discounts and commissions, is at least $10,000,0001,000,000; providedPROVIDED, howeverHOWEVER, that the Company shall be required to effect a Demand Registration regardless of the aggregate offering price in the event that the Majority Investor Holders are disposing of all of the Registrable Securities held by them; and (iii) in no event shall the Company be required to effect, in the aggregate, effect more than four (A) two Demand RegistrationsRegistrations for the benefit of Cerberus CH LLC, an Initial Holder, and its successors and assigns, (B) one Demand Registration for the benefit of all of the Initial Holders that are Affiliates of Oak Hill Advisors, Inc. ("Oak Hill") or accounts or funds that Oak Hill or its Affiliates control or advise, and their successor and assigns and (C) one Demand Registration for the benefit of Basso Holdings Ltd., an Initial Holder, and its successors and assigns (collectively, "Basso"); providedPROVIDED, howeverHOWEVER, that Investor Holders such number shall be deemed not to have expended a Demand Registration right increased to the extent the Company (x) does not include in what would otherwise be the final registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Holders by reason of Section 2.1(b) or (y) terminates a Shelf Registration pursuant to Section 2.3 prior to the time that all Registrable Securities covered by such Shelf Registration have been sold; and providedPROVIDED, furtherFURTHER, that the Registration Expenses in connection with each other additional Demand Registration shall be allocated pro rata PRO RATA among all Persons on whose behalf securities of the Company are included in such registration, on the basis of the respective amounts of the securities then being registered on their behalf.

Limitations on Registrations. The rights of the Investor Holders of Registrable Securities to request Demand Registrations pursuant to Section 2.1(a) are subject to the following limitations: (i) in no event shall the Company be required to effect a Demand Registration until after the earlier of (A) an Initial Public Offering and (BMarch 15, 2008,(ii) the first anniversary of this Agreement; (ii) in no event Company shall the Company not be required obligated to effect a Demand Registration unless 150 days have elapsed since the aggregate offering price, net of underwriting discounts and commissions, is at least $10,000,000; provided, however, last day that the Company shall be required to effect a prior Demand Registration regardless of Statement remained effective (or, if earlier, the aggregate offering price in day on which the event that the Majority Investor Holders are disposing of all last of the Registrable Securities held covered by them; such prior Demand Registration Statement was sold), and (iii) in no event shall the Company be required to effect, in the aggregate, pay Registration Expenses of more than four two Demand RegistrationsRegistrations by each of the Principal Stockholder and the Minority Stockholder; provided, however, (i) that Investor Holders such number shall be deemed not to have expended a Demand Registration right increased to the extent the Company (x) does not include in what would otherwise be the final registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Holders by reason of Section 2.1(b) or and (yii) terminates the Minority Stockholder shall be deemed not to have exercised a Shelf Registration pursuant to Section 2.3 prior demand right to the time that all Registrable Securities covered by such Shelf Registration have been soldextent the Principal Stockholder exercises its rights under Section 3.7 of the Stockholders’ Agreement; and provided, further, that the Registration Expenses in connection with each other Demand Registration shall be allocated pro rata among all Persons on whose behalf securities of the Company are included in such registration, on the basis of the respective amounts of the securities then being registered on their behalf.

Limitations on Registrations. The rights of the Investor Holders to request Demand Registrations pursuant to Section 2.1(a) are subject to the following limitations: (i) in no event shall the Company be required to effect a Demand Registration until after the earlier of (A) an Initial Public Offering and (B) the first anniversary of this Agreement; (ii) in no event shall the Company be required to effect a Demand Registration unless the aggregate offering price, net of underwriting discounts and commissions, is at least $10,000,0001,000,000; provided, however, that the Company shall be required to effect a Demand Registration regardless of the aggregate offering price in the event that the Majority Investor Holders are disposing of all of the Registrable Securities held by them; and (iii) in no event shall the Company be required to effect, in the aggregate, more than four Demand Registrations; provided, however, that Investor Holders shall be deemed not to have expended a Demand Registration right to the extent the Company (x) does not include in what would otherwise be the final registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Holders by reason of Section 2.1(b) or (y) terminates a Shelf Registration pursuant to Section 2.3 prior to the time that all Registrable Securities covered by such Shelf Registration have been sold; and provided, further, that the Registration Expenses in connection with each other Demand Registration shall be allocated pro rata among all Persons on whose behalf securities of the Company are included in such registration, on the basis of the respective amounts of the securities then being registered on their behalf.