Common use of Volume Limit Clause in Contracts

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).

Appears in 3 contracts

Sources: Registration Rights Agreement (Freescale Semiconductor Holdings I, Ltd.), Registration Rights Agreement (Freescale Semiconductor Holdings I, Ltd.), Registration Rights Agreement (Freescale Semiconductor Inc)

Volume Limit. For purposes of this Agreement, so long as 144 Coordination is effective, Transfers contemplated by Section 9(d)(iSections 4.1.2(a) and (iib), and LP Distributions, will be limited to the number of Registrable Securities Shares that the applicable holder of Registrable Securities Registration Rights Stockholder would have been permitted to Transfer under Rule 144 pursuant to the proviso in Section 9(c)(i4.1.1(a) or 4.1.1(b), as applicable, and will reduce for purposes of this Agreement, on a Registrable Security Share for Registrable Security Share basis, the number of Registrable Securities Shares that such holder of Registrable Securities Registration Rights Stockholder 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 Registration Rights Stockholder elects to make a Transfer contemplated by Section 9(c)(i4.1.2(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 of Registrable Securities’ Registration Rights Stockholder’s (including the holder of Registrable Securities Registration Rights Stockholder making such Transfer or LP Distribution) pro rata share of the Related Group’s volume limit for purposes of Section 9(d)(i4.1.2(a) shall be increased by such holder of Registrable Securities’ Registration Rights Stockholder’s pro rata share of the Registrable Securities Shares that such holder of Registrable Securities Registration Rights Stockholder is no longer permitted to sell under Rule 144 pursuant to the first sentence of this Section 9(f)4.3.

Appears in 3 contracts

Sources: Participation, Registration Rights and Coordination Agreement (Sungard Capital Corp), Participation, Registration Rights and Coordination Agreement (Sungard Capital Corp Ii), Participation, Registration Rights and Coordination Agreement (Sungard Data Systems Inc)

Volume Limit. For purposes of this Agreement, so long as 144 Sale Coordination is effective, Transfers contemplated by Section 9(d)(i) and (ii)Sections 4.1.2, and LP Distributions, will be limited to the number of Registrable Securities Shares that the applicable holder of Registrable Securities Holder would have been permitted to Transfer under Rule 144 pursuant to the proviso in Section 9(c)(i), 4.1.1(a) and will reduce for purposes of this Agreement, on a Registrable Security Share for Registrable Security Share basis, the number of Registrable Securities Shares that such holder of Registrable Securities 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 applicable Law to be so treated. In the event that, while 144 Sale Coordination is in effect, any holder of Registrable Securities Holder elects to make a Transfer contemplated by Section 9(c)(i)4.1.2, or or, an LP Distribution, and provided that such Transfer or LP Distribution is not required by law applicable Law to be taken into account for purposes of the Related Group’s volume limit under Rule 144, then each holder of Registrable Securities’ Holder’s (including the holder of Registrable Securities Holder making such Transfer or LP Distribution) pro rata share of the Related Group’s volume limit for purposes of Section 9(d)(i4.1.2(a) shall be increased by such holder of Registrable Securities’ Holder’s pro rata share of the Registrable Securities Shares that such holder of Registrable Securities Holder is no longer permitted to sell under Rule 144 pursuant to the first sentence of this Section 9(f)4.3.

Appears in 1 contract

Sources: Participation, Registration Rights and Coordination Agreement (Univision Holdings, Inc.)