Common use of Company's Right to Delay Registration Clause in Contracts

Company's Right to Delay Registration. Notwithstanding any other provision of this Agreement, if the Board of Directors of the Company determines in good faith that the filing or effectiveness of a registration statement in connection with any requested registration under Section 2.1(a) would be reasonably likely to materially and adversely affect any material contemplated acquisition, divestiture, registered primary offering or other action as to which the Company has then taken substantial steps, or would require disclosure of facts or circumstances, which disclosure would be reasonably likely to materially and adversely affect any material contemplated acquisition, divestiture, registered primary offering or other action as to which the Company has then taken substantial steps, then the Company may delay such registration for a period of up to 120 days so long as the Company is still pursuing the action that allowed such delay (it being agreed that the Company may not delay requested registrations pursuant to this Section 2.1(h) more than once during any period of 360 consecutive days). If the Company postpones the filing or effectiveness of a registration statement pursuant to this Section 2.1(h), it shall promptly notify the Holders of Registrable Securities in writing when the events or circumstances permitting such postponement have ended.

Appears in 3 contracts

Samples: Registration Rights Agreement (Midland States Bancorp, Inc.), Registration Rights Agreement (Midland States Bancorp, Inc.), Registration Rights Agreement (Midland States Bancorp, Inc.)

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Company's Right to Delay Registration. Notwithstanding any other provision of this Agreement, if the Board of Directors of the Company determines in good faith that the filing or effectiveness of a registration statement in connection with any requested registration under Section 2.1(a2(a) or Section 2(j) would be reasonably likely to materially and adversely affect any material contemplated acquisition, divestiture, registered primary offering or other action as to which the Company has then taken substantial steps, or would require disclosure of facts or circumstances, which disclosure would be reasonably likely to materially and adversely affect any material contemplated acquisition, divestiture, registered primary offering or other action as to which the Company has then taken substantial steps, then the Company may delay such registration for a period of up to 120 ninety (90) days so long as the Company is still pursuing the action that allowed such delay (it being agreed that the Company may not delay requested registrations pursuant to this Section 2.1(h) more than once during any period of 360 consecutive days)delay. If the Company postpones the filing or effectiveness of a registration statement pursuant to this Section 2.1(h2(h), it shall promptly notify the Holders of Registrable Securities in writing when the events or circumstances permitting such postponement have ended.

Appears in 2 contracts

Samples: Registration Rights Agreement (Midland States Bancorp, Inc.), Registration Rights Agreement (Midland States Bancorp, Inc.)

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Company's Right to Delay Registration. Notwithstanding any other provision of this Agreement, if the Board of Directors of the Company determines in good faith that the filing or effectiveness of a registration statement in connection with any requested registration under this Section 2.1(a) 2 would be reasonably likely to materially and adversely affect any material contemplated acquisition, divestiture, registered primary offering or other action as to which the Company has then taken substantial steps, or would require disclosure of facts or circumstances, which disclosure would be reasonably likely to materially and adversely affect any material contemplated acquisition, divestiture, registered primary offering or other action as to which the Company has then taken substantial steps, then the Company may delay such registration for a period of up to 120 ninety (90) days so long as the Company is still pursuing the action that allowed such delay (it being agreed that the Company may not delay requested registrations pursuant to this Section 2.1(h) more than once during any period of 360 consecutive days)delay. If the Company postpones the filing or effectiveness of a registration statement pursuant to this Section 2.1(h2(h), it shall promptly notify the Holders of Registrable Securities Common Stock in writing when the events or circumstances permitting such postponement have ended.

Appears in 1 contract

Samples: Registration Rights Agreement (Blue Ridge Bankshares, Inc.)

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