Limitations on Requested Registration. The rights of the Purchaser to request the Demand Registration pursuant to Section 2.2(a) are subject to the following limitations: (i) the Purchaser shall not be entitled to a Demand Registration Request if the Purchaser has not converted the Note, or some portion of the Note, into a minimum of 133,334 shares of Common Stock, (ii) except as provided in Section 2.2(e), in no event shall the Purchaser be entitled to more than one Demand Registration Request, (iii) if the request is made prior to December 31, 2002 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 (iv) if the Purchaser has participated in a Demand Registration in a 90 day period preceding the request. Notwithstanding anything in this Section 2.2(c) to the contrary, the Company shall be required to comply with the Demand Registration Request if the Purchaser agrees to pay such expenses.
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Sources: Investor Rights Agreement (Aspenbio Inc), Investor Rights Agreement (Aspenbio Inc)