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This excerpt taken from the DTV 8-K filed Apr 28, 2005. Registrable
Securities” means (i) the
LLC Interests and (ii) any other equity securities of the Company issued in
respect of the interests described in clause (i), including without limitation
because of a conversion of the Company from a limited liability company to, or
merger of the Company with, a corporation in accordance with Section 9.5
of the LLC Agreement or other reclassifications, recapitalizations or similar
events; provided, however, that such interests
that are Registrable Securities shall cease to be Registrable Securities (x)
upon any sale pursuant to a Registration Statement, or (y) with respect to an
Investor, when such Investor is eligible to sell, transfer or otherwise convey
all of such Investor’s Registrable Securities pursuant to Rule 144 under the
Securities Act without regard to volume and holding period limitations.
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