DELAYS IN REGISTRATION Sample Clauses
DELAYS IN REGISTRATION. (a) The obligations of the Company with respect to the Registration Statement (as set out in Section 2 hereof) and the rights of the Holders to distribute the Registrable Securities pursuant to this Agreement and any Registration Statement, may be suspended by the Company on the occurrence of any of the following events:
(i) the Company has made an initial determination to conduct a primary, secondary or combined primary and secondary public offering pursuant to which Holders shall have the right to include therein Registrable Securities in accordance with Section 4(e) hereof;
(ii) the Company is about to make a normal course disclosure containing information of a material nature; or
(iii) the Company is engaged in any activity at any time that, in the good faith determination of its management or Board of Directors, would have a material effect on the Company and would be adversely affected by the continued compliance with this Agreement or the continued distribution of the Registrable Securities by the Holders (each a "MATERIAL ACTIVITY").
(b) In the event of a suspension pursuant to paragraph (a) of this Section 4, the Company shall use its best efforts to limit the length of such suspension to:
(i) under paragraph 4(a)(i), a period from the date of such determination until the earlier of (a) the decision by the Company not to pursue the public offering or (b) for a period of one hundred and twenty (120) days, more or less, from the effective date of the registration statement relating to such public offering, provided that during such suspension, the Company will proceed with reasonable best efforts to file the appropriate documentation in respect of, and otherwise complete, such public offering as expeditiously as practicable;
(ii) under paragraph 4(a)(ii), to a period of five (5) Business Days, more or less; and
(iii) under paragraph 4(a)(iii), in the case of each Material Activity, for a period of sixty (60) days, more or less, and in any event to end not later than the termination of the Material Activity giving rise to the suspension.
(c) The Company shall promptly give the Holders' notice of both the beginning and end of any suspension under subsection 4(a).
(d) To the extent that any suspension under paragraph 4(b)(i) or (iii) occurs following the commencement of the Distribution Period, the Distribution Period shall be extended by the length of such suspension.
(e) If the Company at any time prior to the second anniversary of the date of this A...
DELAYS IN REGISTRATION. Subject to the foregoing clauses (A) through (G), the Company shall file a registration statement covering the Registrable Securities so requested to be registered as soon as practicable after receipt of the request or requests of the Initiating Holders; provided, however, that if (i) in the good faith judgment of the Board of Directors of the Company, such registration would be seriously detrimental to the Company and the Board of Directors of the Company concludes, as a result, that it is necessary to defer the filing of such registration statement at such time, and (ii) the Company shall furnish to such Holders a certificate signed by the President 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 such registration statement to be filed in the near future and that it is, therefore, necessary to defer the filing of such registration statement, then the Company shall have the right to defer such filing for the period during which such disclosure would be seriously detrimental, provided (except as provided in clause (C) above) that the Company may not defer the filing for a period of more than six (6) months after receipt of the request of the Initiating Holders, and, provided further, that the Company shall not defer its obligation in this manner more than once in any twelve (12) month period. The registration statement filed pursuant to the request of the Initiating Holders may, subject to the provisions of Section 1.2(b) and 1.12 hereof, include other securities of the Company with respect to which registration rights have been granted, and may include securities of the Company being sold for the account of the Company.
DELAYS IN REGISTRATION. The Company may delay the filing of a registration statement for up to 90 days if at the time of a request under this Section 2.1:
(a) there is material undisclosed information concerning the Company or any subsidiary of the Company which has not been disclosed for business reasons; or (b) the Company is about to commence an offering of securities of the Company or any subsidiary of the Company and the investment banker for the Company shall advise the Company in writing (with a copy to the Holders) that, in its reasonable opinion, the offering contemplated by the Company would be adversely affected by the sale of Registrable Securities by the Holders; provided, that if the Company exercises its rights under this Section 2.1.6, the Holders, acting by delivery to the Company of a written request of Holders holding a majority of the
DELAYS IN REGISTRATION. The Company may delay the filing of a registration statement for up to 90 days (or such longer period as may be required by law or any rule, regulation or policy of the Commission) if at the time of a request under this Section 1.1:
DELAYS IN REGISTRATION. If the Board of Directors of the Company, in its good faith judgment, from time to time determines that any registration of the Warrants or Warrant Shares should not be made or continued because it would materially interfere with any material financing, acquisition, corporate reorganization, merger, or other transaction involving the Company or any of its Subsidiaries (a "Valid Business Reason"), (i) the Company may postpone filing the registration statement until such Valid Business Reason no longer exists, but in no event for more than 120 days, and (ii) in case the registration statement has been filed, the Company may cause such registration statement to be withdrawn or its effectiveness terminated or may postpone amending or supplementing the registration statement until such Valid Business Reason no longer exists, but in no event for more than 120 days.
DELAYS IN REGISTRATION. The Company may delay the filing of a registration statement requested under Section 3.1 for up to 45 days if at the time of a request under Section 3.1:
(a) the Company is a party to a transaction involving the purchase, sale, conversion or issuance of securities of the Company and (i) such transaction is subject to the trading restrictions of Regulation M promulgated by the Commission under the Exchange Act, and (ii) in the Company's judgement, the filing of a registration statement could result in a violation of such restrictions;
(b) there is material undisclosed information concerning the Company which has not been disclosed for business reasons; or
(c) the Company is about to commence an offering of securities of the Company and the underwriter for the Company shall advise the Company in writing (with a copy to the Subscribers) that, in its opinion, the offering contemplated by the Company would be adversely affected by the sale of Registrable Securities by the Subscribers.