Volume Limit Clause Samples
Volume Limit. For purposes of this Agreement, so long as 144 Coordination is effective, Transfers contemplated by Section 9(d)(i) and (ii), and LP Distributions, will be limited to the number of Registrable Securities that the applicable holder of Registrable Securities would have been permitted to Transfer under Rule 144 pursuant to the proviso in Section 9(c)(i), and will reduce for purposes of this Agreement, on a Registrable Security for Registrable Security basis, the number of Registrable Securities that such holder of Registrable Securities is permitted to sell under Rule 144, whether individually or as part of a Related Group, whether or not such Transfer or LP Distribution is required by law to be so treated. In the event that, while 144 Coordination is in effect, any holder of Registrable Securities elects to make a Transfer contemplated by Section 9(c)(i), or an LP Distribution, and provided that such Transfer or LP Distribution is not required by law to be taken into account for purposes of the Related Group’s volume limit under Rule 144, then each holder of Registrable Securities’ (including the holder of Registrable Securities making such Transfer or LP Distribution) pro rata share of the Related Group’s volume limit for purposes of Section 9(d)(i) shall be increased by such holder of Registrable Securities’ pro rata share of the Registrable Securities that such holder of Registrable Securities is no longer permitted to sell under Rule 144 pursuant to the first sentence of this Section 9(f).
Volume Limit. No Stockholder shall be permitted to effect Transfers pursuant to this Section 2.04 in excess of its pro rata share of all Shares that may be Transferred by Stockholders under Rule 144 during the applicable measurement period (based on the ownership of Shares held by all Stockholders at the start of such measurement period) and assuming for such purposes that all Stockholders are part of the same Related Group whether or not such Stockholders are required by Rule 144 to be so treated. During an applicable measurement period under Rule 144, any Transfers permitted by this Section 2.04 consummated during such applicable measurement period will reduce for purposes of this Agreement, on a Share for Share basis, the number of Shares that such Stockholder is permitted to sell under Rule 144 during such measurement period, whether individually or as part of a Related Group, whether or not such Transfer is required by Rule 144 to be so treated. In the event any Stockholder agrees to forego its pro rata share of the Rule 144 Related Group volume limit by written notice to the other Stockholders, the remainder shall be re-allocated pro rata among the other Stockholders in like manner (except that the Shares held by such forfeiting Stockholder at the start of such measurement period shall be excluded from such calculation).
Volume Limit. Notwithstanding anything herein to the contrary, the GSM rate per MOU that DCS pays AWS for Excess Minutes (if any) in a Contract Year shall be the GSM rate per MOU that AWS pays DCS in such Contract Year. The parties shall provide each other with information sufficient to determine the number of Excess Minutes (if any), and if necessary DCS shall make an appropriate "true-up payment" to AWS, within 30 days following the expiration of each Contract Year. Such "true-up payment" shall be equal to the product of the number of Excess Minutes in such Contract Year and the difference between (x) ---------- * Confidential information has been omitted and filed separately with the Securities and Exchange Commission
Volume Limit. For purposes of this Agreement, so long as 144 Coordination is effective, Transfers contemplated by Sections 4.1.2(a) and (b), and LP Distributions, will be limited to the number of Shares that the applicable Holder would have been permitted to Transfer under Rule 144 pursuant to the proviso in Section 4.1.1(a) and will reduce for purposes of this Agreement, on a Share for Share basis, the number of Shares that such Holder is permitted to sell under Rule 144, whether individually or as part of a Related Group, whether or not such Transfer or LP Distribution is required by law to be so treated. In the event that, while 144 Coordination is in effect, any Holder elects to make a Transfer contemplated by Section 4.1.2(a) or (b), or, an LP Distribution, and provided that such Transfer or LP Distribution is not required by law to be taken into account for purposes of the Related Group’s volume limit under Rule 144, then each Holder’s (including the Holder making such Transfer or LP Distribution) pro rata share of the Related Group’s volume limit for purposes of Section 4.1.2(a) shall be increased by such Holder’s pro rata share of the Shares that such Holder is no longer permitted to sell under Rule 144 pursuant to the first sentence of this Section 4.3.