Common use of Deferral of Registration Clause in Contracts

Deferral of Registration. Notwithstanding the foregoing, if the Company shall furnish to Holders requesting registration pursuant to this Section 2.1 a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors, it would be materially detrimental to the Company and its stockholders for such registration statement to be filed and it is therefore essential to defer the filing of such registration statement, then the Company shall have the right to defer such filing for a period of not more than 120 days following receipt of the request of the Initiating Holders; provided, however, that the Company may not utilize this right more than once in any 12-month period.

Appears in 2 contracts

Samples: Stockholders’ Agreement (Sweetgreen, Inc.), Registration Rights Agreement (Fallbrook Technologies Inc)

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Deferral of Registration. Notwithstanding the foregoing, if the Company shall furnish to Holders requesting registration pursuant to this Section 2.1 a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of DirectorsDirectors of the Company, it would be materially detrimental to the Company and its stockholders shareholders for such registration statement to be filed and it is therefore essential to defer the filing of such registration statement, then the Company shall have the right to defer such filing for a period of not more than 120 days following receipt of the request of the Initiating Holders; provided, however, that the Company may not utilize this right more than once in any 12-month period.

Appears in 1 contract

Samples: Registration Rights Agreement (Greenwich LifeSciences, Inc.)

Deferral of Registration. Notwithstanding the foregoing, if the Company shall furnish furnishes to Holders requesting registration pursuant to this Section 2.1 the Requisite Investors a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of DirectorsDirectors of the Company, it would be materially detrimental to the Company and its stockholders generally for such registration statement to be filed and it is therefore essential to defer the filing of such registration statementfiled, then the Company shall have the right to defer such filing for a period of not more than 120 60 days following after receipt of the request of the Initiating HoldersRequisite Investors; provided, however, that the Company may not utilize the right set forth in this right Section 3.2(c) more than once in any 12-month period.

Appears in 1 contract

Samples: Investor Rights Agreement (Radiant Logistics, Inc)

Deferral of Registration. Notwithstanding the foregoing, if the Company shall furnish furnishes to Holders requesting registration pursuant to this Section 2.1 the Requisite Investors a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of DirectorsDirectors of the Company, it would be materially detrimental to the Company and its stockholders generally for such registration statement to be filed and it is therefore essential to defer the filing of such registration statementfiled, then the Company shall have the right to defer such filing for a period of not more than 120 60 days following after receipt of the request of the Initiating HoldersRequisite Investors; provided, however, that the Company may not utilize the right set forth in this right Section 3.1(c) more than once in any 12-month period.

Appears in 1 contract

Samples: Investor Rights Agreement (Radiant Logistics, Inc)

Deferral of Registration. Notwithstanding the foregoing, if the Company shall furnish to Holders requesting registration pursuant to this Section 2.1 a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of DirectorsDirectors of the Company, it would be materially detrimental to the Company and its stockholders for such registration statement to be filed and it is therefore essential to defer the filing of such registration statement, then the Company shall have the right to defer such filing for a period of not more than 120 days following receipt of the request of the Initiating Holders; provided, however, that the Company may not utilize this right more than once in any 12-month period.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Abpro Corp)

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Deferral of Registration. Notwithstanding the foregoing, if the Company shall furnish to Holders requesting registration pursuant to this Section 2.1 1.2, a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of DirectorsDirectors of the Company (the “Board”), it would be materially detrimental to the Company and its stockholders shareholders for such registration statement to be filed and it is therefore essential to defer the filing of such registration statement, then the Company shall have the right to defer such filing for a period of not more than 120 180 days following receipt of the request of the Initiating Holders; provided, however, that the Company may not utilize this right more than once in any 12-month period; provided further, that the Company shall not register any securities for the account of itself or any other shareholder during such 180 day period (other than an Excluded Registration (as defined below)).

Appears in 1 contract

Samples: Investors’ Rights Agreement (UserTesting, Inc.)

Deferral of Registration. Notwithstanding the foregoing, if the Company shall furnish to Holders requesting registration pursuant to this Section 2.1 a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of DirectorsDirectors of the Company, it would be materially detrimental to the Company and its stockholders for such registration statement to be filed and it is therefore essential to defer the filing of such registration statement, then the Company shall have the right to defer such filing for a period of not more than 120 90 days following receipt of the request of the Initiating Holders; provided, however, that the Company may not utilize this right more than once in any 12-month period.

Appears in 1 contract

Samples: Investor Rights Agreement (Unity Software Inc.)

Deferral of Registration. Notwithstanding the foregoing, if the Company shall furnish to Holders requesting registration pursuant to this Section 2.1 a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company (the “Board of Directors”), it would be materially detrimental to the Company and its stockholders shareholders for such registration statement to be filed and it is therefore essential to defer the filing of such registration statement, then the Company shall have the right to defer such filing for a period of not more than 120 days following receipt of the request of the Initiating Holders; provided, however, that the Company may not utilize this right more than once twice in any 12-month period.

Appears in 1 contract

Samples: Investor Rights Agreement (Tubemogul Inc)

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