Holdback Agreement; Postponement. Notwithstanding the provisions of Sections 3(a), (b) and (c), if the Board of Directors of the Company determines in good faith that it is in the best interests of the Company (A) not to disclose the existence of facts surrounding any proposed or pending acquisition, disposition, strategic alliance or financing transaction involving the Company or (B) for any purpose, to suspend the registration rights set forth herein, the Company may, by notice to the Holders in accordance with Section 6(a), postpone any registration which is requested pursuant to Section 3(a) or 3(c), for such a period of time as the Board of Directors may reasonably determine; provided that (x) such periods of suspension together with any periods of suspension effected pursuant to Section 3(a)(i)(B)(w) hereof may not exceed 90 days in the aggregate during any period of 12 consecutive months and (y) the Company may not impose such a suspension or a postponement pursuant to Section 3(a)(i)(B)(w) following the printing and distribution of a preliminary prospectus in any underwritten public offering of Registrable Securities pursuant to Section 3(a)(i) (except such suspension, not to exceed ten days, which results from an event that is not within the reasonable control of the Company); provided, however, that the Company will not be entitled to postpone or suspend the effectiveness of the BHA Resale Registration Statement (as may be continued pursuant to Section 3(c)) unless the Board of Directors determines, in the good faith exercise of its reasonable business judgment, after receiving the advice of counsel to the Company, that such postponement or suspension is required in order to avoid disclosure of information that would otherwise be required by law to be disclosed during the effectiveness of such BHA Resale Registration Statement, the premature disclosure of which would materially and adversely affect the Company.
Holdback Agreement; Postponement. Notwithstanding the provisions of Sections 2(a), (b) and (c), if the Board of Directors of the Company determines in good faith that it is in the best interests of the Company (A) not to disclose the existence of facts surrounding any proposed or pending acquisition, disposition, strategic alliance or financing transaction involving the Company or (B) for any purpose, to suspend the registration rights set forth herein, the Company may, by notice to the Holders in accordance with Section 5(a), (1) suspend the rights of the Holders to make sales pursuant to the Shelf Registration and (2) postpone any registration which is requested pursuant to Section 2(a), in each case for such a period of time as the Board of Directors may determine; provided that (x) such periods of suspension together with any periods of suspension effected pursuant to Section 2(a)(i)(B)(v) hereof may not exceed 90 days in the aggregate during any period of 12 consecutive months and (y) the Company may not impose such a suspension or a postponement pursuant to Section 2(a)(i)(B)(v) following the printing and distribution of a preliminary prospectus in any underwritten public offering of Registrable Securities pursuant to Section 2(a)(i) or 2(c)(iii) (except such suspension, not to exceed ten days, which results from an event that is not within the reasonable control of the Company).
Holdback Agreement; Postponement. (i) The Stockholder agrees by acquisition of the Registrable Securities not to engage in transactions involving the Company's equity securities, including by commencing any public offering of the Company's equity securities, by entering into transactions that result in another party selling the Company's equity securities or by causing a demand registration, during the seven days prior to and the 120 days after any Registration Statement relating to the Company's equity securities (other than under Form S-4 or Form S-8) (either for its own account or for the benefit of the holders of any securities of the Company) has become effective; PROVIDED, that the Company shall give the Stockholder notice as soon as reasonably practicable of the date upon which a Registration Statement relating to the Company's equity securities is expected to become effective and, in any event the Stockholder's holdback restriction for the seven day period prior to effectiveness shall not commence until the fourth day after such notice is given.
Holdback Agreement; Postponement. Notwithstanding the provisions of this Article III, if the Board of Directors of the Company determines in good faith that it is in the best interests of the Company (A) not to disclose the existence of facts surrounding any proposed or pending acquisition, disposition, strategic alliance or financing transaction involving the Company or (B) for any purpose relating to: (aa) a registration of equity securities of the Company, (bb) a registration of convertible securities of the Company (including any underlying equity securities), (cc) a registration of any securities sold pursuant to a Rule 144A transaction, or (dd) a registration of any securities relating to a transaction described in Rule 145(a), to suspend the registration rights set forth herein, the Company may, by notice to the Holders in accordance with the notice provisions hereof, suspend the rights of the Holders to make sales pursuant to the Shelf Registration for such a period of time as the Board of Directors may reasonably determine, provided however, that such suspension shall be terminated by the Company as soon as is reasonably practicable.
Holdback Agreement; Postponement. Notwithstanding the provisions -------------------------------- of Sections 3(a) and (b), if the Board of Directors of Premiere determines in good faith that it is in the best interests of Premiere (A) not to disclose the existence of facts surrounding any proposed or pending acquisition, disposition, strategic alliance or financing transaction involving Premiere or (B) for any reasonable purpose relating to the business of Premiere, to suspend the registration rights set forth herein, Premiere may, by notice to the Shareholder Representative in accordance with Section 6(a), (1) suspend the rights of the Holders to make sales pursuant to any effective registration statement, and (2) postpone any obligation of Premiere hereunder to take any action for such a period of time as the Board of Directors may determine in its sole discretion; provided, however, that such periods of suspension may not exceed 90 days in the aggregate.
Holdback Agreement; Postponement. Notwithstanding the provisions -------------------------------- of Section 3(a), if the Company shall furnish to the Initiating Holder(s) 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 and its stockholders for a registration statement to be filed, the Company's obligation to use commercially reasonable efforts to register, qualify or comply under Section 3(a) shall be deferred for a period not to exceed ninety (90) days from the date the Company received the Registration Request.
Holdback Agreement; Postponement. Notwithstanding the provisions of -------------------------------- Section 3(a), if, during the period commencing on the ninety-first (91/st/) day following the publication by Acquiror of the financial results covering at least thirty (30) days of combined operations of Company and Acquiror after the Effective Time, the Board of Directors of Acquiror determines, in good faith and in reliance upon advice of outside counsel that disclosure would be required by or would violate contractual obligations or that disclosure would be advisable under applicable law, that it is in the best interests of Acquiror (A) not to disclose the existence of facts surrounding any proposed or pending acquisition, disposition, strategic alliance or financing transaction involving Acquiror or (B) for any purpose relating to: (aa) a registration of equity securities of Acquiror, (bb) a registration of convertible securities of Acquiror (including any underlying equity securities), (cc) a sale of any securities in a Rule 144A transaction, or (dd) a registration of any securities relating to a transaction described in Rule 145(a), to suspend the registration rights set forth herein, Acquiror may, by notice to the Holders in accordance with Section 7(a), suspend the rights of the Holders to make sales pursuant to the Shelf Registration for such a period of time as the Board of Directors may reasonably determine, provided, however, that such suspension shall be terminated by Acquiror as soon as is reasonably practicable but in no event later than ninety (90) days after the notice of suspension is delivered to the Holders and provided, further, that Acquiror shall not be entitled to exercise its suspension rights under this Section 3(f) more than one time in any 365-day period. In the event that any such suspension occurs during the Underwritten Takedown Notice Period, the Underwritten Takedown Notice Period shall be extended by that number of days equal to the number of days of such suspension.
Holdback Agreement; Postponement. (i) The Stockholders agree by acquisition of the Registrable Securities, if so required by the managing underwriter, not to effect any public sale or distribution of such securities during the seven days prior to and the 90 days after any underwritten offering of securities by CCI (either for its own account or for the benefit of the holders of any securities of CCI) has become effective (or such longer period of time that the managing underwriter requires of other affiliates of CCI).
Holdback Agreement; Postponement. Notwithstanding the provisions of -------------------------------- Section 3(a), if the Board of Directors of Acquiror determines in good faith that it is in the best interests of Acquiror (A) not to disclose the existence of facts surrounding any proposed or pending acquisition, disposition, strategic alliance or financing transaction involving Acquiror or (B) for any purpose relating to: (aa) a registration of equity securities of Acquiror, (bb) a registration of convertible securities of Acquiror (including any underlying equity securities), (cc) a sale of any securities in a Rule 144A transaction, or (dd) a registration of any securities relating to a transaction described in Rule 145(a), to suspend the registration rights set forth herein, Acquiror may, by notice to the Holders in accordance with Section 6(a), suspend the rights of the Holders to make sales pursuant to the Shelf Registration for such a period of time, not to exceed 90 days, as the Board of Directors may reasonably and in good faith determine, provided, however, that such suspension shall be terminated by Acquiror as soon as is reasonably practicable.
Holdback Agreement; Postponement. Notwithstanding the provisions -------------------------------- of Sections 3(a) and (b), if the Board of Directors of Premiere determines in good faith that it is in the best interests of Premiere (A) not to disclose the existence of facts surrounding any proposed or pending acquisition, disposition, strategic alliance or financing transaction involving Premiere or (B) for any purpose, to suspend the registration rights set forth herein, Premiere may, by notice to the Holders in accordance with Section 6(a), (1) suspend the rights of the Holders to make sales pursuant to the Shelf Registration, and (2) postpone any other registration for such a period of time as the Board of Directors may determine in its sole discretion; provided, however, that such periods of suspension may not exceed 90 days in the aggregate; and provided further that the effectiveness of the Shelf Registration shall be extended beyond the first anniversary of the Effective Date for a period equal to any such periods of suspension.
