Common use of Determination Not to Effect Registration Clause in Contracts

Determination Not to Effect Registration. If at any time after giving such Piggyback Notice and prior to the effective date of the registration statement filed in connection with such registration the Company shall determine for any reason not to register the securities originally intended to be included in such registration, the Company may, at its election, give written notice of such determination to the Selling Holders and thereupon the Company shall be relieved of its obligation to register such Registrable Securities in connection with the registration of securities originally intended to be included in such registration, without prejudice, however, to the right of a Registration Party immediately to request that such registration be effected as a registration under Section 2.1 (including a shelf registration under Section 2.3) to the extent permitted thereunder.

Appears in 6 contracts

Samples: Registration Rights Agreement (Driven Brands Holdings Inc.), Registration Rights Agreement (Rocket Companies, Inc.), Registration Rights Agreement (Rocket Companies, Inc.)

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Determination Not to Effect Registration. If at any time after giving such Piggyback Notice and prior to the effective date of the registration statement filed in connection with such registration the Company shall determine for any reason not to register the securities originally intended to be included in such registration, the Company may, at its election, give written notice of such determination to the Selling Holders and thereupon the Company shall be relieved of its obligation to register such Registrable Securities in connection with the registration of securities originally intended to be included in such registration, without prejudice, however, to the right of a Registration Party Principal Stockholder immediately to request that such registration be effected as a registration under Section 2.1 (including or a shelf registration under Section 2.3) 2.3 to the extent permitted thereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Latham Group, Inc.), Registration Rights Agreement (Latham Group, Inc.), Registration Rights Agreement (Latham Group, Inc.)

Determination Not to Effect Registration. If at any time after giving such Piggyback Notice and prior to the effective date of the registration statement filed in connection with such registration the Company shall determine for any reason not to register the securities originally intended to be included in such registration, the Company may, at its election, give written notice of such determination to the Selling Holders and thereupon the Company shall be relieved of its obligation to register such Registrable Securities in connection with the registration of securities originally intended to be included in such registration, without prejudice, however, (i) to the right of a Registration Party immediately to request that such registration be effected as a registration under Section 2.1 or (including ii) the right of a Shelf Registration Party (as defined below) immediately to request that such registration be effected as a shelf registration under Section 2.3) , in each case, to the extent permitted thereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Clear Secure, Inc.), Registration Rights Agreement (Clear Secure, Inc.), Registration Rights Agreement (Clear Secure, Inc.)

Determination Not to Effect Registration. If at any time after giving such Piggyback Notice and prior to the effective date of the registration statement filed in connection with such registration the Company shall determine for any reason (including the withdrawal by any Stockholder exercising a Demand) not to register the securities originally intended to be included in such registration, the Company may, at its election, give written notice of such determination to the Selling Holders and thereupon the Company shall be relieved of its obligation to register such Registrable Securities in connection with the registration of securities originally intended to be included in such registration, without prejudice, however, to the right of a Registration Party immediately to request that such registration be effected as a registration under Section 2.1 8.2 (including a shelf registration under Section 2.38.4) to the extent permitted thereunder.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Emdeon Inc.), Limited Liability Company Agreement (Emdeon Corp), Limited Liability Company Agreement (HLTH Corp)

Determination Not to Effect Registration. If at any time after giving such Piggyback Notice and prior to the effective date of the registration statement filed in connection with such registration the Company shall determine for any reason (including the withdrawal by any Stockholder exercising a Demand) not to register the securities originally intended to be included in such registration, the Company may, at its election, give written notice of such determination to the Selling Holders and thereupon the Company shall be relieved of its obligation to register such Registrable Securities in connection with the registration of securities originally intended to be included in such registration, without prejudice, however, to the right of a Registration Party immediately to request that such registration be effected as a registration under Section 2.1 5.2 (including a shelf registration under Section 2.35.4) to the extent permitted thereunder.

Appears in 2 contracts

Samples: Stockholders Agreement (Hollywood Entertainment Corp), Stockholders Agreement (Hollywood Entertainment Corp)

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Determination Not to Effect Registration. If at any time after giving such Piggyback Notice and prior to the effective date of the registration statement filed in connection with such registration the Company shall determine for any reason (including the withdrawal by any Registration Party exercising a Demand) not to register the securities originally intended to be included in such registration, the Company may, at its election, give written notice of such determination to the Selling Holders and thereupon the Company shall be relieved of its obligation to register such Registrable Securities in connection with the registration of securities originally intended to be included in such registration, without prejudice, however, to the right of a Registration Party immediately to request that such registration be effected as a registration under Section 2.1 5.2 (including a shelf registration under Section 2.35.4) to the extent permitted thereunder.

Appears in 2 contracts

Samples: Stockholders Agreement (Diamond Triumph Auto Glass Inc), Recapitalization Agreement (Diamond Triumph Auto Glass Inc)

Determination Not to Effect Registration. If at any time after giving such Piggyback Notice and prior to the effective date of the registration statement filed in connection with such registration the Company shall determine for any reason not to register the securities originally intended to be included in such registration, the Company may, at its election, give written notice of such determination to the Selling Holders and thereupon the Company shall be relieved of its obligation to register such Registrable Securities in connection with the registration of securities originally intended to be included in such registration, without prejudice, however, to the right of a Registration Party Holder or Holders immediately to request that such registration be effected as a registration under Section 2.1 (including a shelf registration under 4.1 and Section 2.3) 4.3 to the extent permitted thereunder.

Appears in 1 contract

Samples: Shareholders Agreement (Michael Kors Holdings LTD)

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