Company’s Right to Defer Registration. If the Company is ------------------------------------- requested to effect a Demand Registration and the Company furnishes to the Initiating Holder a copy of a Board resolution certified by the secretary of the Company stating that in the good faith judgment of the Board it would be adverse to the Company and its Stockholders for such registration statement to be filed on or before the date such filing would otherwise be required under this Section 2, the Company shall have the right to defer such filing for a period of not more than ninety (90) days after the Company receives the registration request from the Initiating Holder. If the Company so postpones the filing of a registration statement, and if the Initiating Holder within thirty (30) days after receipt of the notice of postponement advises the Company in writing that it has determined to withdraw such request for Demand Registration, then such Demand Registration shall be deemed to be withdrawn and such request shall be deemed not to have been exercised for purposes of determining whether the Initiating Holder has exhausted its single permitted request.
Company’s Right to Defer Registration. If the Company is requested to effect a Demand Registration or a Shelf Registration (as defined below) and the Company determines in good faith that any registration of securities should not be made because it would materially interfere with any material financing, acquisition, corporate reorganization or merger or other transaction involving the Company, including negotiations related thereto, require the Company to disclose any material nonpublic information which would reasonably be likely to be detrimental to the Company or would otherwise have a material adverse effect on the Company’s business or financial condition (a “Valid Business Reason”), the Company shall have the right to defer such filing (but not the preparation of the Registration Statement) until such Valid Business Reason no longer exists, but in no event for more than 90 days after the date of receipt of the request for such registration from such Demand Party; provided, however, that the Company may not defer its obligation in this manner more than 120 days in total in any 12-month period. The Company shall give written notice to all Stockholders participating in the Demand Registration or Shelf Registration of its determination to postpone filing a Registration Statement and of the fact that the Valid Business Reason for such postponement no longer exists, in each case, promptly after the occurrence thereof. If the Company shall so postpone the filing of a Registration Statement and if the Demand Party within 30 days after receipt of the notice of postponement advises the Company in writing that such Demand Party has determined to withdraw such request for registration, then such Demand Registration shall be deemed to be withdrawn and shall not be deemed to have been requested for purposes of Section 2(a). If the effective date of any Registration Statement filed would otherwise be at least 45 days, but fewer than 90 days, after the end of the Company’s fiscal year, and the Securities Act requires the Company to include audited financials as of the end of such fiscal year, the Company may delay the effectiveness of such Registration Statement for such period (up to a maximum of 45 days) as is reasonably necessary to include therein audited financial statements for such fiscal year.
Company’s Right to Defer Registration. If the Company is requested to effect a Demand Registration and the Company furnishes to the Demand Party a copy of a resolution of the Board certified by the secretary of the Company stating that in the good faith judgment of the Board it would be materially adverse to the Company for such Registration Statement to be filed on or before the date such filing would otherwise be required hereunder, the Company shall have the right to defer such filing for a period of not more than ninety (90) days after receipt of the request for such registration from such Demand Party. If the Company shall so postpone the filing of a Registration Statement and if the Demand Party within thirty (30) days after receipt of the notice of postponement advises the Company in writing that such Demand Party has determined to withdraw such request for registration, then such Demand Registration shall be deemed to be withdrawn and shall not be deemed to have been requested for purposes of Section 11(a). If the effective date of any Registration Statement filed would otherwise be at least forty-five (45) calendar days, but fewer than ninety (90) calendar days, after the end of the Company’s fiscal year, and the Securities Act requires the Company to include audited financials as of the end of such fiscal year, the Company may delay the effectiveness of such Registration Statement for such period (up to a maximum of 45 days) as is reasonably necessary to include therein audited financial statements for such fiscal year.
Company’s Right to Defer Registration. If the Company is ------------------------------------- requested to effect a Demand Registration and the Company furnishes to the Investor requesting such registration a copy of a resolution of the Board certified by the secretary of the Company stating that (A)(i) the Company has commenced a financing plan involving an Underwritten Offering, and (ii) the Company's underwriter has notified the Company that it has reasonably determined that a registration at the time and on the terms requested would materially and adversely affect such Underwritten Offering, or (B) such registration would result in premature disclosure of material pending corporate developments, which premature disclosure would reasonably be expected to have a material adverse effect on such developments, the Company shall have the right to defer such filing for a period of not more than 90 days after receipt of the request for such registration from such Investor. If the Company shall so postpone the filing of a registration statement and if the Investor within 30 days after receipt of the notice of postponement advises the Company in writing that such Investor has determined to withdraw such request for registration, then such Demand Registration shall be deemed to be withdrawn and the Company shall pay all Registration Expenses in connection with such withdrawn registration pursuant to Section 3(d) hereof. Notwithstanding the foregoing, the Company shall not be permitted to defer requested registration in reliance on this Section 3(b) more than once in any 12-month period.
Company’s Right to Defer Registration. After the receipt of a Demand Notice, the Company may defer the filing of a Registration Statement if the Company furnishes to the Investor a certificate signed by the president or chief executive officer of the Company certifying that the Board of Directors of the Company (the “Board of Directors”) has determined in good faith, after consultation with external legal counsel, that it would be materially detrimental to the Company and its stockholders not to suspend the Registration Statement because such failure to do so (x) would materially interfere with a proposed significant acquisition, disposition, financing, reorganization, recapitalization or similar transaction involving the Company, (y) would require premature disclosure of material information that the Company has a bona fide business purpose for preserving as confidential or (z) would render the Company unable to comply with requirements under the Securities Act or Exchange Act, then the Company’s obligation to comply with this Section 2 shall be deferred for a period not to exceed sixty (60) days from the date of such certification, provided, however, that the Company shall not exercise such right more than once in any twelve (12)-month period.
Company’s Right to Defer Registration. If the Company shall furnish to the Initiating Holder a certificate signed by the Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be seriously detrimental to the Company for any Registration to be effected as requested under Section 2.1, the Company shall have the right, with respect to each Demand Registration request, to defer the filing of a Registration Statement with respect to such offering for a period of not more than 90 days from delivery of the request of the Initiating Holder (in which case the Company shall have an additional period of not more than 90 days within which to file such registration statement), but such right of deferral shall not be utilized more than once in any 12 month period.
Company’s Right to Defer Registration. If the Company is requested to effect a Demand Registration and the Company furnishes to the Requesting Party a certified copy of a resolution of the Board stating that in the good faith determination of the Board such Demand Registration would materially interfere with any pending material financing, acquisition or corporate reorganization or other material corporate development involving the Company or any of the Subsidiaries of the Company or would require premature disclosure thereof, the Company shall have the right to defer such filing for a period of not more than one hundred twenty (120) days after receipt of the request for such registration from the Requesting Party; provided that, in such event, the Company may postpone a Demand Registration pursuant hereto only once in any 365-day period. If the Company shall so postpone the filing of a Demand Registration and if the Requesting Party within thirty (30) days after receipt of the notice of postponement advises the Company in writing that the Requesting Party has determined to withdraw such request for registration, then such Demand Registration shall be deemed to be withdrawn and such request shall be deemed not to have been exercised.
Company’s Right to Defer Registration. If the Company's underwriter has notified the Company that it has reasonably determined that a registration at the time and on the terms requested would materially and adversely affect such Underwritten Offering, or (B) such registration would result in premature disclosure of material pending corporate developments, which premature disclosure would reasonably be expected to have a material adverse effect on such developments, the Company shall have the right to defer such filing for a period of not more than 20 days after receipt of the request for Demand Registration.
Company’s Right to Defer Registration. If the Company is requested to effect a Demand Registration and the Company furnishes to IPC and Affiliates of IPC a copy of a resolution of the Board certified by the secretary of the Company stating that in the good faith judgment of the Board it would be materially adverse to the Company for such Registration Statement to be filed on or before the date such filing would otherwise be required hereunder, the Company shall have the right to defer such filing for a period of not more than ninety (90) days after receipt of the request for such registration from IPC and Affiliates of IPC. If the Company shall so postpone the filing of a Registration Statement and if IPC and Affiliates of IPC within thirty (30) days after receipt of the notice of postponement advises the Company in writing that it has determined to withdraw such request for registration, then such Demand Registration shall be deemed to be withdrawn, with respect to any Registrable Securities of IPC and Affiliates of IPC and any participating Non-IPC Holders.
Company’s Right to Defer Registration. The Company shall be entitled (A) to delay or suspend the (i) initial effectiveness (but not the preparation) of any Registration Statement or (ii) launch of any Underwritten Offering, in each case, filed or requested pursuant to this Agreement, and (B) from time to time to require the Holders not to sell under any Registration Statement or Prospectus or to suspend the effectiveness thereof, if such initial effectiveness or offering launch would (I) materially interfere with any active and ongoing material financing, acquisition, corporate reorganization or merger or other material transaction involving the Company, including negotiations related thereto, (II) require the Company to disclose any material nonpublic information the disclosure of which would reasonably be likely to be detrimental to the Company, or (III) would otherwise have a material adverse effect on the Company’s business or financial condition, in each case as reasonably determined by the Board in good faith (a “Valid Business Reason”); provided, however, that the Company may not delay or suspend a Registration Statement, Prospectus or Underwritten Offering for more than sixty (60) consecutive calendar days, or more than ninety (90) days total in any twelve (12)-month period. The Company shall give written notice to Xxxxxxxx HoldCo (on behalf of the Holders) of its determination to delay or suspend a Registration Statement, Prospectus or Underwritten Offering and of the fact that the Valid Business Reason for such postponement no longer exists, in each case, promptly after the occurrence thereof.
