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 4(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 10 days, which results from an event that is not within the reasonable control of the Company). Notwithstanding the provisions of Section 2(a)(i)(B)(v) or this Section 2(i), the Company shall not suspend the registration rights set forth herein at any time during which any similar rights of the Existing Holders are not similarly suspended.
Holdback Agreement; Postponement. Notwithstanding the provisions of Sections 3(a) and (b), 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), 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).
Holdback Agreement; Postponement. The Company and the Issuer Trust shall be entitled to cause the Shelf Registration Statement to be withdrawn and the effectiveness thereof to be terminated and shall be entitled to cause any Participating Broker-Dealers who have notified the Company and the Issuer Trust that they will be utilizing the Prospectus contained in the Exchange Offer Registration Statement as provided in Section 3(t) hereof to suspend the use of the Prospectus, for a reasonable period of time, but not in excess of 30 days during any twelve (12) month period, if the Board of Directors of the Company determines in good faith that the registration and distribution of the Securities covered by the Exchange Offer Registration Statement or covered or to be covered by the Shelf Registration Statement would require premature disclosure by the Company of any material corporate development (including potential material business combination and merger and acquisition transactions) affecting the Company and the Company promptly gives the Holders of Registrable Securities and any Participating Broker-Dealers written notice of such determination, containing a general statement of the reasons for such postponement or withdrawal and an approximation of the period of the anticipated delay; PROVIDED, HOWEVER, that (i) the Holders of Registrable Securities and any Participating Broker-Dealers will not disclose the information contained in such statement and will not buy or sell shares of any publicly traded class of the Company's capital stock until such information is publicly disclosed by the Company and (ii) the Company may not utilize this right more than twice in any twelve (12) month period.
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. (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).
(ii) CCI may postpone any registration which is requested pursuant to Section 2 or delivery of a prospectus or supplement or amendment pursuant to Section 4(vii) if it determines that in view of the advisability of deferring public disclosure of material corporate developments, the disclosures required to be made pursuant thereto would not be in the best interests of CCI at that time. In the event CCI makes any such election, each Stockholder agrees to keep confidential the fact of such election and any information provided by CCI in connection therewith. No single postponement pursuant to this Section 5(b)(ii) of any registration which is requested pursuant to Section 2 or delivery of a prospectus or supplement or amendment pursuant to Section 4(vii) shall exceed 90 days and all such postponements shall not exceed 180 days in the aggregate.
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 Section 3(a), if the Board of Directors of the Parent determines in good faith that it is in the best interests of the Parent (i) not to disclose the existence of facts surrounding any proposed or pending acquisition, disposition, strategic alliance or financing transaction involving the Parent or (ii) for any purpose, to suspend the registration rights set forth herein, the Parent may, by notice to the Seller Representative in accordance with Section 6(a) (a “Suspension Notice”), suspend the rights of the Sellers (and, if applicable, their respective Permitted Transferees) to make sales pursuant to the applicable Shelf Registration or Subsequent Shelf Registration, as the case may be, for such a period of time as the Board of Directors may reasonably determine; provided that such periods of suspension may not exceed 60 days in the aggregate during any period of 12 consecutive months. If the Parent shall deliver to the Sellers (and, if applicable, their respective Permitted Transferees) any Suspension Notice, the Effectiveness Period shall be extended by the number of days during the period from and including the date of the delivery of such Suspension Notice to and including the date the Seller (and, if applicable, their respective Permitted Transferees) is advised by the Parent that such suspension has ended.
Holdback Agreement; Postponement. Notwithstanding the provisions of Sections 3(a) and (b), 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) for such a period of time as the Board of Directors may determine or suspend sales under an effective registration statement covering the sale of Registrable Securities; provided that 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.
