Common use of Limitations on Registrations Clause in Contracts

Limitations on Registrations. The rights of the Majority Investor Holders to request Demand Registrations pursuant to Section 2.1(a) are subject to the limitation that in no event shall the Company be obligated to pay Registration Expenses of more than four Demand Registrations initiated by the Majority Investor Holders; provided, however, (x) that such number shall be increased to the extent the Company does not include in what would otherwise be the final Demand Registration to which the Investor Holders are entitled and for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Investor Holders by reason of Section 2.1(b), and (y) the Investor Holders shall be deemed not to have expended a Demand Registration right to the extent the Company 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.

Appears in 2 contracts

Samples: Registration Rights Agreement (BlueLinx Holdings Inc.), Registration Rights Agreement (Vanguard Car Rental Group Inc.)

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Limitations on Registrations. (i) The rights of the Majority Investor Holders to request Demand Registrations pursuant to Section 2.1(a) are subject to the limitation that in no event shall the Company be obligated to pay Registration Expenses of more than four Demand Registrations initiated by the Majority Investor Holders; provided, however, (x) that such number shall be increased to the extent the Company does not include in what would otherwise be the final Demand Registration to which the Investor Holders are entitled and registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Investor Holders by reason of Section 2.1(b), ) and (y) the Investor Holders shall be deemed not to have expended a Demand Registration right to the extent the Company 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.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Miller Douglas H), Registration Rights Agreement (Exco Resources Inc)

Limitations on Registrations. The rights of the Majority Investor Holders to request Demand Registrations pursuant to Section 2.1(a2.2(a) are subject to the limitation that in no event shall the Company be obligated to pay Registration Expenses of more than four two Demand Registrations initiated by the Majority Investor Holders; provided, however, (xi) that such number shall be increased to the extent the Company does not include in what would otherwise be the final Demand Registration to which the Investor Holders are entitled and registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Investor Holders by reason of Section 2.1(b), 2.5(d) such number of Demand Registrations shall be increased once for each such occurrence and (yii) the Investor Majority Holders shall be deemed not to have expended a Demand Registration right to the extent the Company terminates a Shelf Registration pursuant to Section 2.3 2.1(b) prior to the time that all Registrable Securities covered by such Shelf Registration have been sold.

Appears in 2 contracts

Samples: Registration Rights Agreement (Dynaresource Inc), Registration Rights Agreement (Dynaresource Inc)

Limitations on Registrations. (i) The rights of the Majority Investor Holders to request Demand Registrations pursuant to Section 2.1(a) are subject to the limitation that in no event shall the Company be obligated to pay Registration Expenses of more than four Demand Registrations initiated by the Majority Investor Holders; provided, however, (x) that such number shall be increased to the extent the Company does not include in what would otherwise be the final Demand Registration to which the Investor Holders are entitled and for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Investor Holders by reason of Section 2.1(b), and (y) the Investor Holders shall be deemed not to have expended a Demand Registration right to the extent the Company 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.

Appears in 1 contract

Samples: Registration Rights Agreement (Exco Resources Inc)

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Limitations on Registrations. The rights of the Majority Investor Holders and the Majority Management Holders to request Demand Registrations pursuant to Section 2.1(a2.2(a) are subject to the limitation that in no event shall the Company be obligated to pay Registration Expenses of more than four three Demand Registrations initiated by the Majority Investor Holders or three Demand Registrations initiated by the Majority Management Holders; provided, however, (xi) that such number shall be increased to the extent the Company does not include in what would otherwise be the final Demand Registration to which the Investor Holders are entitled and registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Investor Holders by reason of Section 2.1(b), 2.2(b) such number of Demand Registrations shall be increased once for each such occurrence and (yii) the Investor Initiating Holders shall be deemed not to have expended a Demand Registration right to the extent the Company terminates a Shelf Registration pursuant to Section 2.3 2.1(b) prior to the time that all Registrable Securities covered by such Shelf Registration have been sold.

Appears in 1 contract

Samples: Registration Rights Agreement (Exco Resources Inc)

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