Common use of Limitations on Requested Registration Clause in Contracts

Limitations on Requested Registration. The rights of Holders to request the Demand Registration pursuant to Section 2.2(a) are subject to the following limitations: (i) in no event shall the Holders be entitled to more than one Demand Registration Request, (ii) if the request is made prior to June 20, 2003 and the Board of Directors of the Company makes a reasonable good faith determination that the payment of the legal and accounting fees and other pertinent expenses incident to the filing and prosecution of the registration statement would have a material adverse effect on the financial condition of the Company, the Company shall not be required to comply with the Demand Registration Request, or (iii) if any of the Holders have participated in a Demand Registration or a Form S-3 Registration in the twelve-month period preceding the request. Provided, however, that the Company shall be required to comply with the Demand Registration Request if the Purchaser agrees to pay such expenses.