Common use of Restrictions on Registrations Clause in Contracts

Restrictions on Registrations. The holders of Registrable Securities shall be entitled to two Demand Registrations; provided, however, in all cases that either such obligation shall be deemed satisfied only when a Registration Statement or Registration Statements covering all Restricted Securities specified in a request for a Demand Registration received as aforesaid, for sale in accordance with the method of disposition specified in such request, shall have become effective and, if such method of disposition is a firm commitment underwritten public offering, all such shares have been sold pursuant thereto. The Corporation shall not be obligated to proceed with any Demand Registration if the Corporation shall deliver to the holders of Registrable Securities demanding a registration an opinion reasonably satisfactory in form and substance to such holders, of counsel, reasonably satisfactory to such holders, that the registration of such Registrable Shares is not necessary to permit such sale in the manner set forth in such holders' request. In addition, the Corporation shall not be obligated to proceed with any Demand Registration during any period during which the Corporation would be required to undertake an audit in order to have available for inclusion in the registration statement current financial statements as required in accordance with the Securities Act, unless the holders of Registrable Securities demanding a registration undertake to bear the reasonable costs of such audit. In each case in which the Corporation is not required to take any action, such holders shall be deemed not to have given the request giving rise thereto, and shall be free to deliver a new notice requesting the registration of Registrable Securities.

Restrictions on Registrations. The holders of Registrable Securities shall be entitled to two Demand Registrations; provided, however, in all cases that either each such obligation shall be deemed satisfied only when a Registration Statement or Registration Statements covering all Restricted Securities specified in a request for a Demand Registration received as aforesaid, for sale in accordance with the method of disposition specified in such request, shall have become effective and, if such method of disposition is a firm commitment underwritten public offering, all such shares have been sold pursuant thereto. The Corporation shall not be obligated to proceed with any Demand Registration if the Corporation shall deliver to the holders of Registrable Securities demanding a registration an opinion reasonably satisfactory in form and substance to such holders, of counsel, reasonably satisfactory to such holders, that the registration of such Registrable Shares is not necessary to permit such sale in the manner set forth in such holders' request. In addition, the Corporation shall not be obligated to proceed with any Demand Registration during any period during which the Corporation would be required to undertake an audit in order to have available for inclusion in the registration statement current financial statements as required in accordance with the Securities Act, unless the holders of Registrable Securities demanding a registration undertake to bear the reasonable costs of such audit. In each case in which the Corporation is not required to take any action, such holders shall be deemed not to have given the request giving rise thereto, a Demand Registration will be deemed not to have occurred and such holders shall be free to deliver a new notice requesting the registration of Registrable Securities.

Restrictions on Registrations. The holders of Registrable Securities shall be entitled to two Demand Registrations; provided, however, in all cases that either each such obligation shall be deemed satisfied only when a Registration Statement or Registration Statements covering all Restricted Securities specified in a request for a Demand Registration received as aforesaid, for sale in accordance with the method of disposition specified in such request, shall have become effective and, if such method of disposition is a firm commitment underwritten public offering, all such shares have been sold pursuant thereto. The Corporation shall not be obligated to proceed with any Demand Registration if the Corporation shall deliver to the holders of Registrable Securities demanding a registration an opinion reasonably satisfactory in form and substance to such holders, of counsel, reasonably satisfactory to such holders, that the registration of such Registrable Shares is not necessary to permit such sale in the manner set forth in such holders' request. In addition, the Corporation shall not be obligated to proceed with any Demand Registration during any period during which the Corporation would be required to undertake an audit in order to have available for inclusion in the registration statement current financial statements as required in accordance with the Securities Act, unless the holders of Registrable Securities demanding a registration undertake to bear the reasonable costs of such audit. In each case in which the Corporation is not required to take any action, such holders shall be deemed not to have given the request giving rise thereto, and shall be free to deliver a new notice requesting the registration of Registrable Securities.