Common use of Long-Form Registrations Clause in Contracts

Long-Form Registrations. The holders of Perry Registrable Securities shall be entitled to request two Long-Form Registrations in which the Company shall pay all Registration Expenses ("Company-paid Long-Form Registrations") and the holders of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each case, that the aggregate offering value of the Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal at least $75 million. The holders of Registrable Securities shall be further entitled to unlimited Long-Form Registrations in which the holders of Registrable Securities participating in such registration shall pay their share of the Registration Expenses as set forth in Section 5 hereof. A registration shall not count as one of the permitted Company-paid Long-Form Registrations until it has become effective (unless such Long-Form Registration has not become effective due solely to the fault of the holders requesting such registration), and neither the last or any subsequent Company-paid Long-Form Registration shall count as one of the permitted Company-paid Long-Form Registrations unless the holders of Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 25% of the Registrable Securities requested by such holders to be included in such registration; provided that in any event the Company shall pay all Registration Expenses in connection with any registration initiated as a Company-paid Long-Form Registration whether or not it has become effective and whether or not such registration has counted as one of the permitted Company-paid Long-Form Registrations. All Long-Form Registrations shall be underwritten registrations.

Long-Form Registrations. The holders of Perry Registrable Securities (i) Demand Registrations pursuant to Section 2(a) shall be limited as follows: for such time as the Company is not eligible to file a Short-Form Registration, each Investor Holder shall be entitled to request two Long-Form Registrations; provided, that in no event shall the Company be obligated to effectuate more than three Long-Form Registrations in which requested by that Investor Holder. For all such Demand Registrations contemplated by this Section 2(b)(i), the Company shall pay all Registration Expenses ("Company-paid Long-Form Registrations") and the holders of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each case, that the aggregate offering value of the Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal at least $75 million. The holders of Registrable Securities shall be further entitled to unlimited Long-Form Registrations in which the holders of Registrable Securities participating in such registration shall pay their share of the Registration Expenses as set forth defined in Section 5 hereof. 6(a) hereunder) associated therewith. (ii) A registration shall not count as one of the permitted Company-paid Long-Form Registrations until it has become effective (unless such effective, and no Long-Form Registration has not become effective due solely to requested by the fault of the holders requesting such registration), and neither the last or any subsequent Company-paid Long-Form Registration Initiating Holders shall count as one of the permitted Company-paid Long-Form Registrations unless the holders Holders of Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 25% all of the Registrable Securities requested by such holders to be included by such Holders in such registration; provided that in any event the Company shall pay all Registration Expenses in connection with any registration initiated as a Company-paid Long-Form Registration whether or not it has become effective and whether or not such registration has counted as one of the permitted Company-paid Long-Form Registrations. All Initiating Holders making a request for a Demand Registration hereunder may withdraw from such registration at any time prior to the effective date of such Demand Registration, so long as all Initiating Holders withdraw, in which case the Company may withdraw such registration and provide reasonable prior notice to all Holders who are participating in the Demand Registration, (unless otherwise requested in writing by another Holder, to the extent that such other Holder has the right to demand a Long-Form Registration at such time in accordance with this Section 2, in which case such other Holder shall thereafter be deemed to be the Initiating Holders with respect to such registration) and such request shall not count as one of the permitted Long-Form Registrations shall be underwritten registrationsfor such original Initiating Holders.

Long-Form Registrations. (i) The holders of Perry a majority of the ABRY Registrable Securities shall be entitled to request two Long-Form Registrations in which the Company shall pay all Registration Expenses ("Company-paid three Long-Form Registrations") and the holders of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each case, that the aggregate offering value of the Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal at least $75 million. The holders of Registrable Securities shall be further entitled to unlimited Long-Form Registrations in which the holders of Registrable Securities participating in such registration shall pay their share of the Registration Expenses as set forth in Section 5 hereof. A registration shall not count as one of the permitted Company-paid Long-Form Registrations until it has become effective (unless such a Long-Form Registration has not become effective due solely to the fault for purposes of the holders requesting such registration), and neither the last or any subsequent Company-paid Long-Form Registration shall count as one of the permitted Company-paid Long-Form Registrations immediately preceding sentence unless the holders of ABRY Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 2590% of the ABRY Registrable Securities requested by such holders to be included in such registration; provided provided, that in any event the Company shall pay all Registration Expenses in connection with any registration initiated as a Company-paid Long-Form Registration whether or not it has become effective and whether or not such registration has is counted as one of the permitted Company-paid Long-Form Registrations. All Long-Form Registrations for purposes of the immediately preceding sentence. (ii) The holders of a majority of the AMFM Registrable Securities shall be underwritten registrationsentitled to request one Long-Form Registration which request must be for a registration of AMFM Registrable Securities which is reasonably expected to yield at least $5,000,000 of net proceeds to the sellers of such AMFM Registrable Securities. A registration shall not count as the Long-Form Registration for purposes of the immediately preceding sentence unless the holders of AMFM Registrable Securities are able to register and sell at least 90% of the AMFM Registrable Securities requested to be included in such registration; provided, that in any event the Company shall pay all Registration Expenses in connection with any registration initiated as a Long-Form Registration whether or not it has become effective and whether or not such registration is counted as the Long-Form Registration for purposes of the immediately preceding sentence. (iii) The holders of at least sixty percent (60%) of the Preferred Registrable Securities shall be entitled to request one Long-Form Registration which request must be for a registration of Preferred Registrable Securities which is reasonably expected to yield at least $5,000,000 of net proceeds to the sellers of such Preferred Registrable Securities. A registration shall not count as the Long-Form Registration for purposes of the immediately preceding sentence unless the holders of Preferred Registrable Securities are able to register and sell at least 90% of the Preferred Registrable Securities requested to be included in such registration; provided, that in any event the Company shall pay all Registration Expenses in connection with any registration initiated as a Long-Form Registration whether or not it has become effective and whether or not such registration is counted as the Long-Form Registration for purposes of the immediately preceding sentence.

Long-Form Registrations. The holders of Perry a majority of the Summit Investor Registrable Securities then outstanding shall be entitled to request two Long-Form Registrations in which the Company shall pay all Registration Expenses three ("Company-paid 3) Long-Form Registrations") and the holders of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each case, provided that the aggregate offering value of the Summit Investor Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal be at least $75 million10,000,000 (or any such lesser amount if all of the Summit Investor Registrable Securities are requested to be registered). The holders of Registrable Securities Company shall be further entitled pay all Registration Expenses with respect to unlimited Long-Form Registrations in which the holders of Registrable Securities participating in such registration shall pay their share of the Registration Expenses as set forth in Section 5 hereofRegistrations. A registration shall not count as one against the total number of the permitted Company-paid Long-Form Registrations provided for in this Section 1B until it has become effective (unless such Long-Form Registration has not become effective due solely to the fault of the holders requesting such registration), and neither the last or any subsequent Company-paid Long-Form Registration shall count as one of the permitted Company-paid Long-Form Registrations unless the holders of Summit Investor Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 25% ninety percent (90%) of the Summit Investor Registrable Securities requested by such holders to be included in such registration; provided that in any event the Company shall pay all Registration Expenses in connection with any registration initiated as a Company-paid Long-Form Registration whether or not it has become effective and whether or not such registration has counted as one counts against the total number of the permitted Company-paid Long-Form RegistrationsRegistrations provided for in this Section 1B; provided further that no Demand Registration shall be deemed to be a Long-Form Registration whenever the Company is permitted to use any applicable short form unless the holders of Summit Investor Registrable Securities specifically request a Long- Form Registration. If the holders of a majority of the Summit Investor Registrable Securities initially requesting a Long-Form Registration request that such Long-Form Registration be filed pursuant to Rule 415 (a “Shelf Registration”), and if the Company is qualified to do so, then the Company shall use its reasonable best efforts to cause the Shelf Registration to be declared effective under the Securities Act as soon as reasonably practicable after the filing thereof; provided that, if the Company is a WKSI at the time of such request, the holders of a majority of the Summit Investor Registrable Securities requesting a Shelf Registration may request that such Shelf Registration be an automatic shelf registration statement (as defined in Rule 405 under the Securities Act) (an “Automatic Shelf Registration Statement”). All Long-Form Registrations shall be underwritten registrationsregistrations unless otherwise approved by the holders of a majority of the Summit Investor Registrable Securities initially requesting registration.

Long-Form Registrations. (i) The holders of Perry Investor Registrable Securities shall be entitled to request (A) two (2) Long-Form Registrations in which the Company shall pay all Registration Expenses ("Company-paid Long-Form Registrations") and the holders (B) an unlimited number of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each case, that the aggregate offering value of the Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal at least $75 million. The holders of Registrable Securities shall be further entitled to unlimited Long-Form Registrations in which the holders of Investor Registrable Securities participating register and sell Registrable Securities with an aggregate price paid by the public of at least $500,000 and in such registration which the holders of Registrable Securities shall pay their share of the Registration Expenses as set forth in Section 5 hereof. A registration shall not count as one of the permitted Company-paid Long-Form Registrations until it has become effective (unless such Long-Form Registration has not become effective due solely to the fault of the holders requesting such registration), and neither the last or any subsequent no Company-paid Long-Form Registration shall count as one of the permitted Company-paid Long-Form Registrations unless the holders of Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 25% ninety percent (90%) of the Registrable Securities requested by such holders to be included in such registration; provided that in any event the Company shall pay all Registration Expenses in connection with any registration initiated as a Company-paid Long-Form Registration whether or not it has become effective effective, and whether or not further provided that if the Company pays for such registration has counted registration, it shall count as one of the permitted Company-paid Long-Form Registrations for the Investors. (ii) If the holders of Warrant Registrable Securities request a Long-Form Registration pursuant to the provisions of Section 1(a)(ii) hereof, the Company shall pay all Registration Expenses ("Company-paid Warrant Long-Form Registrations"). All Such a Demand Registration shall not count as one of the permitted Company-paid Long Form Registrations for the Warrant Security Holders until it has become effective, and no Demand Registration shall count as one of the permitted Company-paid Long-Form Registrations for the Warrant Security Holders unless the holders of Warrant Registrable Securities are able to register and sell at least ninety percent (90%) of the Warrant Registrable Securities requested to be included in such registration; provided that in any event the Company shall be underwritten registrationspay all Registration Expenses in connection with any registration initiated as a Company-paid Long-Form Registration whether or not it has become effective, and further provided that if the Company pays for such registration, it shall count as one of the permitted Company-paid Long-Form Registrations for the Warrant Security Holders.

Long-Form Registrations. The holders of Perry Registrable Securities shall Investor Stockholders shall, in total, be entitled to request two Long-Form Registrations in which the Company shall pay all Registration Expenses three separate ("Company-paid 3) Long-Form Registrations") and the holders of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each case, that the aggregate offering value of the Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal at least $75 million. The holders of Registrable Securities shall be further entitled to unlimited Long-Form Registrations in which the holders of Registrable Securities participating in such registration shall pay their share of the Registration Expenses as set forth in Section 5 hereof. A registration shall not count as one of the permitted Company-paid Long-Form Registrations until it has become effective (unless such Long-Form Registration has not become effective due solely to the fault of the holders requesting such registration)effective, and neither the last or any subsequent Company-paid Long-Form Registration no registration shall count as one of the permitted Company-paid Long-Form Registrations unless the holders of Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 25% ninety percent (90%) of the aggregate Registrable Securities requested by such holders to be included in such registration; provided provided, however, any Registrable Securities that in any event could otherwise have been sold pursuant to an effective Long-Form Registration but are either (i) not sold prior to the expiration of the period during which the Company is obligated to keep such Long-Form Registration effective or (ii) voluntarily withdrawn from such registration, shall be deemed, for the purpose of the definition of Registrable Securities under Section 8(d), as having been sold under an effective registration. The Company shall pay all Registration Expenses (as hereinafter defined) in connection with any registration initiated as a Company-paid one of the Long-Form Registration Registrations whether or not it has become effective and whether or not such registration has counted as one of the permitted Company-paid Long-Form Registrations. All The Company shall file a registration statement in connection with any Long-Form Registrations Registration with the U.S. Securities and Exchange Commission (the “SEC”) within forty-five (45) days following its receipt of the Initiating Holder’s valid notice requesting such Demand Registration. The Company agrees to use all commercially reasonable efforts to (i) cause such registration statement to be declared effective by the SEC as soon as possible after its filing with the SEC; and (ii) keep such registration statement continuously effective with the SEC for the lesser of (A) one hundred eighty (180) days (which 180-day period shall be underwritten registrationsextended by the number of days that the sale of Registrable Securities is suspended as described in Section 4(b)) or (B) until all Registrable Securities covered by such registration statement have been sold.

Long-Form Registrations. The holders of Perry a majority of the Summit Investor Registrable Securities then outstanding shall be entitled to request two Long-Form Registrations in which the Company shall pay all Registration Expenses three ("Company-paid 3) Long-Form Registrations") and the holders of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each case, provided that the aggregate offering value of the Summit Investor Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal be at least $75 million. The holders 10,000,000 (or any such lesser amount if all of the Summit Investor Registrable Securities are requested to be registered). Holdings shall be further entitled pay all Registration Expenses with respect to unlimited Long-Form Registrations in which the holders of Registrable Securities participating in such registration shall pay their share of the Registration Expenses as set forth in Section 5 hereofRegistrations. A registration shall not count as one against the total number of the permitted Company-paid Long-Form Registrations provided for in this Section 1B until it has become effective (unless such Long-Form Registration has not become effective due solely to the fault of the holders requesting such registration), and neither the last or any subsequent Company-paid Long-Form Registration shall count as one of the permitted Company-paid Long-Form Registrations unless the holders of Summit Investor Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 25% ninety percent (90%) of the Summit Investor Registrable Securities requested by such holders to be included in such registration; provided that in any event the Company Holdings shall pay all Registration Expenses in connection with any registration initiated as a Company-paid Long-Form Registration whether or not it has become effective and whether or not such registration has counted as one counts against the total number of the permitted Company-paid Long-Form RegistrationsRegistrations provided for in this Section 1B; provided further that no Demand Registration shall be deemed to be a Long-Form Registration whenever Holdings is permitted to use any applicable short form unless the holders of Summit Investor Registrable Securities specifically request a Long-Form Registration. If the holders of a majority of the Summit Investor Registrable Securities initially requesting a Long- Form Registration request that such Long-Form Registration be filed pursuant to Rule 415 (a “Shelf Registration”), and if Holdings is qualified to do so, then Holdings shall use its reasonable best efforts to cause the Shelf Registration to be declared effective under the Securities Act as soon as reasonably practicable after the filing thereof; provided that, if Holdings is a WKSI at the time of such request, the holders of a majority of the Summit Investor Registrable Securities requesting a Shelf Registration may request that such Shelf Registration be an automatic shelf registration statement (as defined in Rule 405 under the Securities Act) (an “Automatic Shelf Registration Statement”). All Long-Form Registrations shall be underwritten registrationsregistrations unless otherwise approved by the holders of a majority of the Summit Investor Registrable Securities initially requesting registration.

Long-Form Registrations. The Subject to paragraph 1(a), the holders of Perry the THLI Registrable Securities shall will be entitled to request two up to three (3) Long-Form Registrations in which the Company shall will pay all Registration Expenses ("Company-paid Long-Form Registrations") and the holders of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each case, that the aggregate offering value of the Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal at least $75 million. The holders of Registrable Securities shall be further entitled to unlimited Long-Form Registrations in which the holders of Registrable Securities participating in such registration shall pay their share of the Registration Expenses as set forth in Section 5 hereofExpenses. A registration shall will not count as one of the permitted Company-paid Long-Form Registrations until it has become effective (unless such effective, and no Long-Form Registration has not become effective due solely to the fault of the holders requesting such registration), and neither the last or any subsequent Company-paid Long-Form Registration shall will count as one of the permitted Company-paid Long-Form Registrations unless the holders of the THLI Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 2590% of the THLI Registrable Securities requested by such holders to be included in such registration. 2C Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to paragraph 1(b), (i) at any time, the holders of THLI Registrable Securities will be entitled to request an unlimited number of Short- Form Registrations in which the Company will pay all Registration Expenses and (ii) the holders of the Series D or E Registrable Securities will be entitled to request up to three (3) Short-Form Registrations in which the Company will pay all Registration Expenses; provided provided, that the holders of Registrable Securities shall not be entitled to require the Company to effect any Short-Form Registration if the aggregate offering price of Registrable Securities (based on the mid-point of the price range specified in the request for such Short-Form Registration) to be included in such Short-Form Registration is less than $1,000,000. Demand Registrations will be Short-Form Registrations whenever the Company is permitted to use any applicable short form. The Company will use its best efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. 2D Priority on Demand Registrations. If a Demand Registration is an underwritten offering and the managing underwriters advise the Company in writing that in their opinion the number of Registrable Securities and, if permitted hereunder, other securities requested to be included in such offering exceeds the number of Registrable Securities and other securities, if any, which can be sold therein without adversely affecting the marketability of the offering, the Company will include in such registration (i) first, the number of Registrable Securities requested to be included in such Demand Registration by the holders initially requesting such Demand Registration pro rata, if necessary, among the holders of such Registrable Securities based on the number of such Registrable Securities owned by each such holder, (ii) second, the number of other Registrable Securities not included pursuant to clause (i) above pro rata, if necessary, among the holders of such Registrable Securities based on the number of such Registrable Securities owned by each such holder, and (iii) third, any other securities of the Company requested to be included in such Demand Registration. 2E Restrictions on Demand Registrations. The Company will not be obligated to effect any Demand Registration within sixty (60) days after the effective date of a previous registration of equity securities by the Company. The Company may postpone for up to ninety (90) days the filing or the effectiveness of a registration statement for a Demand Registration if the Company's Board of Directors determines in good faith that such Demand Registration would reasonably be expected to be seriously detrimental to the Company and its shareholders; provided, that in such event, (i) the Company shall give written notice to the holders of Registrable Securities as soon after such determination as practicable, but in any event within ten (10) days thereafter, (ii) the holders of Registrable Securities initially requesting such Demand Registration will be entitled to withdraw such request and such Demand Registration will not count as one of the permitted Demand Registrations hereunder and the Company shall will pay all Registration Expenses in connection with any registration initiated as a Company-paid Long-Form Registration whether or not it has become effective and whether or not such registration has counted as one and (iii) the Company may postpone a Demand Registration pursuant hereto only once in any 365-day period. 2F Selection of Underwriters. If any Demand Registration is an underwritten offering, the selection of investment banker(s) and manager(s) for the offering, which investment banker(s) and manager(s) shall be nationally recognized, shall be made by the holders of a majority of the permitted Registrable Securities initially requesting such registration, subject to the Company-paid Long-Form Registrations. All Long-Form Registrations 's approval which shall not be underwritten registrationsunreasonably withheld.

Long-Form Registrations. The holders of Perry a majority of the ----------------------- Registrable Securities shall be entitled to request two (i) four Long-Form Registrations in which the Company shall pay all Registration Expenses ("Company-paid Long-Form Registrations") and the holders (ii) an unlimited number of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each case, that the aggregate offering value of the Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal at least $75 million. The holders of Registrable Securities shall be further entitled to unlimited Long-Long- ------------------------------------ Form Registrations in which the holders of Registrable Securities participating in such registration shall pay their share of the Registration Expenses as set forth in Section paragraph 5 hereof. At any time after July 24, 1999, the holders of a majority of the R&R Registrable Securities shall be entitled to request one Long-Form Registrations in which the Company shall pay all Registration Expenses (the "R&R Long-Form Registration"). -------------------------- A registration shall not count as one of the permitted Company-paid Long-Form Registrations until it has become effective (unless such Long-Form Registration has not become effective due solely to the fault of the holders requesting such registration), and neither the last or any subsequent no Company-paid Long-Form Registration shall count as one of the permitted Company-paid Long-Form Registrations unless the holders of Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 2590% of the Registrable Securities requested by such holders to be included in such registration; provided that in any event the Company shall pay all Registration Expenses in connection with any registration initiated as a Company-paid Long-Form Registration whether or not it has become effective and whether or not such registration has counted as one of the permitted Company-paid Long-Form Registrations. All A registration shall not count as the one permitted R&R Long-Form Registrations Registration until it has become effective and no R&R Long-Form Registration shall count as the one permitted R&R Long-Form Registration unless the holders of R&R Registrable Securities are able to register and sell at least 90% of the R&R Registrable Securities requested to be underwritten registrationsincluded in such registration; provided that in any event the Company shall pay all Registration Expenses in connection with any registration initiated as an R&R Long-Form Registration whether or not it has become effective and whether or not such registration has counted as the one permitted R&R Long-Form Registration.

Long-Form Registrations. (a) The holders of Perry Registrable Securities shall Required LIH Stockholders will be entitled to request pursuant to Section 1.1 one Long-Form Registration, (b) the Required BancBoston Stockholders will be entitled to request pursuant to Section 1.1 one Long-Form Registration, (c) the Required Liberty Mutual Stockholders will be entitled to request pursuant to Section 1.1 one Long-Form Registration, and (d) the Required Mezzanine Stockholders will be entitled to request pursuant to Section 1.1 up to two Long-Form Registrations in which the Company shall pay all Registration Expenses ("Company-paid Long-Form Registrations") and the holders of Other Investors Registrable Securities shall be entitled to request one Company-paid Long-Form Registration; provided, in each casehowever, that the aggregate offering value of the Registrable Securities requested to be registered in any Company-Paid Long-Form Registration must equal at least $75 million. The holders of Registrable Securities shall be further entitled to unlimited Long-Form Registrations in which the holders of Registrable Securities participating in no such registration shall pay their share of the Registration Expenses as set forth in Section 5 hereof. A registration shall not count as one of the permitted Company-paid Long-Form Registrations until it has become effective (unless such Long-Form Registration has not become effective due solely to the fault of the holders requesting such registration), and neither the last or any subsequent Company-paid request for a Long-Form Registration shall count as one be made unless such request is for the registration of the permitted Company-paid Long-Form Registrations unless the holders of Registrable Securities requesting a Company-paid Long-Form Registration are able to register and sell at least 25% 450,000 shares of Common Stock (which number of shares shall be appropriately adjusted for any stock dividend, stock split, combination of shares or other similar event that occurs after the Registrable Securities requested by such holders to be included in such registration; provided that in any event the date hereof). The Company shall will pay all Registration Expenses in connection with any registration initiated as a Companysuch Long-paid Form Registration; provided, however, that in the case of any Long-Form Registration whether or not it has become effective and whether or not as to which LIH Stockholders comprise the Requesting Investors, such registration has counted as one of LIH Stockholders will pay for any special audits required to be undertaken by the permitted Company-paid Long-Form RegistrationsCompany in connection therewith. All Long-Form Registrations (unless otherwise requested by the Requisite Registration Participants) shall be underwritten registrations. A. SHORT-FORM REGISTRATIONS. In addition to the Long-Form Registrations contemplated by Section 1.2, the Required LIH Stockholders, the Required BancBoston Stockholders, the Required Liberty Mutual Stockholders, and the Required Mezzanine Stockholders will each be entitled to request an unlimited number of Short-Form Registrations in which the Company will pay all Registration Expenses; provided, however, that (a) in the case of any Short-Form Registration as to which LIH Stockholders comprise the Requesting Investors, such LIH Stockholders will pay for any special audits required to be undertaken by the Company in connection therewith, (b) no such request for a Short-Form Registration shall be made unless such request is for the registration of at least 200,000 shares of Common Stock (which number of shares shall be appropriately adjusted for any stock dividend, stock split, combination of shares or other similar event that occurs after the date hereof) and (c) in any 12 month period, the Company shall not be obligated to effect more than two Short-Form Registrations pursuant to this Agreement.