Limitation on Registration. The Company shall not be obligated to effect a registration of any Holder’s Registrable Securities pursuant to Article II hereof if all of the Registrable Securities have been sold under Rule 144, Regulation S or a similar provision under the Securities Act so that there is no further restriction on the transfer by the transferee. The Company shall not be required to include any Registrable Securities of a Holder in a registration if all of such Holder’s Registrable Securities could be sold within a three (3) month period pursuant to Rule 144 or other similar rule or regulation under the Securities Act.
Limitation on Registration. Notwithstanding the foregoing, under no circumstances will ACI be obligated to cause any registration effected pursuant to this Agreement to remain effective after the Expiration Date or to include any Registrable Stock in a Registration Statement which becomes effective after the Expiration Date.
Limitation on Registration. The Company shall not be obligated to effect, or to take any action to effect, any registration pursuant to this Section 2:
Limitation on Registration. The rights of each Holder to have any Registrable Securities registered by the Company or for the Company to keep effective any Registration Statement shall terminate at such time as legal counsel to the Company delivers its opinion to the Holders that the Holders are able to sell all of the Registrable Securities still owned by them in any 90-day period pursuant to Rule 144. In any event, the Company shall not be required to keep the Shelf Registration Statement effective beyond the Effectiveness Period and may terminate the registration at the conclusion of the Effectiveness Period.
Limitation on Registration. Notwithstanding anything herein to the contrary, the Company shall not be required to file a Registration Statement pursuant to Section 2.1 that would: (i) require the Company to execute a general consent to service of process in any jurisdiction in order to effect such registration if the Company is not already subject to service in such jurisdiction, or (ii) subject the Company to taxation in a jurisdiction where the Company is not otherwise subject to taxation.
Limitation on Registration. Except with respect to registration statements and any amendments or supplements thereto, covering the resale of the shares or Common Stock currently issued or issuable to (and subject to a registration statement covering the resale of such shares of Common Stock) Xxxxxxxx Xxxxxxxxxx & Xxxxx LLP, Xxxxxx Xxxxxx & Co., LLC or under the Strata Purchase Agreement, which agreement may be amended or superseded with a substantially similar agreement (such agreement, the “Strata Purchase Agreement”), with ClearThink Capital Partners, LLC, no other registration statements covering other shares of Common Stock shall be filed without Xxxxxxxxx’x written consent prior to Xxxxxxxxx receiving $300,000 in cash from the Company toward the Cash Settlement Payment.. After Xxxxxxxxx has received $300,000 in cash, in the event the Company registers shares of Common Stock, which are not issued or issuable as of the Effective Date, for resale for a selling stockholder other than under its Strata Purchase Agreement with ClearThink Capital Partners, LLC, during the Settlement Period, then the Company shall issue Xxxxxxxxx shares of Common Stock equal to 4.99% of the then outstanding shares of Common Stock giving effect to such issuance (such shares, the “Settlement Shares”), which shares shall be granted at the closing price of the Common Stock immediately prior to their issuance (the “Share Price”), subject to the authorization of NYSE American if the stock is then traded on such exchange, which shall be included for resale in such registration statement, provided, however, that the amount of Settlement Shares, if any, when aggregated with other Settlement Shares, if any, shall be reduced to ensure that such aggregate amount shall not exceed 19.9% of the outstanding shares of Common Stock as of the date of issuance (subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations, and other similar transactions that occur after the date of this Settlement Agreement). The net proceeds (after taking into account all brokerage, transfer agent, legal and other expenses incurred in connection with the sale of the Settlement Shares, if any) received by Xxxxxxxxx on the sale of the Settlement Shares, if any, (the “Net Proceeds”) shall be credited against the Cash Settlement Payment.
Limitation on Registration. The Company is not required to file a registration statement requested under Sections 14(b) or 14(c) prior to the earlier of (i) twenty- four (24) months from the date of this Agreement, or (ii) ninety (90) days following the effective date of any other registration statement initiated by the Company except for registrations being initiated solely to implement an employee's benefit plan. The Company is not required to file a registration statement requested under Section 14(b) unless requested by holders owning in the aggregate a majority of the Underlying Shares. The Company may postpone the filing of any registration statement required under Sections 14(b) or 14(c) for a reasonable period of time, not to exceed ninety (90) days, if the Company has been advised by legal counsel that such filing would require the disclosure of a material fact, and the Company determines reasonably and in good faith that such disclosure would have a material adverse effect on the Company. In addition, if (i) in the good faith judgment of the Board of Directors of the Company, a required registration under Section 14(b) or 14(c) would be seriously detrimental to the Company and the Board of Directors of the Company concludes, as a result, that it is essential to defer the filing of such registration statement at such time, and (ii) the Company shall furnish to the Holder 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, 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 one hundred eighty (180) days after receipt of the request of the Holder, and, provided further, that the Company shall not defer its obligation in this manner more than once in any twelve-month period.
Limitation on Registration. (a) Except for (x) Underlying Shares, (y) other "Registrable Securities" (as such term is defined in the Registration Rights Agreement) to be registered, and securities of the Company permitted pursuant to Section 6(c) of the Registration Rights Agreement to be registered, in the Underlying Shares Registration Statement in accordance with the Registration Rights Agreement, and (z) Common Stock permitted to be issued pursuant to Section 3.9 (b), the Company shall not, until the 120th calendar day after the Effective Date, without the prior written consent of the Purchasers (i) issue or sell any of its or any of its Affiliates' equity or equity-equivalent securities pursuant to Regulation S promulgated under the Securities Act, or (ii) register any securities of the Company. Any days after the Effective Date that a Purchaser is unable to sell Underlying Shares under the Underlying Shares Registration Statement shall be added to such 120 calendar day period.
Limitation on Registration. In the event that the staff of the Commission (the “Staff”) determines that the full amount of the Warrant Shares and the Rights Shares cannot be registered on the Registration Statement due to limitations under Rule 415 of the Securities Act, then the Company shall: (i) register the resale of that portion of the Warrant Shares and the Rights Shares as the Staff may permit under its interpretations of Rule 415, and (ii) undertake to register the remaining portion of the Warrant Shares and the Rights Shares as soon as registration would be permitted under Rule 415, as determined by the Company in good faith based on the Staff’s publicly available interpretations of Rule 415.”
Limitation on Registration. The Company is not required to file a -------------------------- registration statement requested under SECTION 4.2 prior to ninety (90) days following the effective date of any other registration statement initiated by the Company. If (a) in the good faith judgment of the Board of Directors of the Company, a required registration under SECTION 4.2 would be seriously detrimental to the Company and the Board of Directors of the Company concludes, as a result, that it is essential to defer the filing of such registration statement at such time, and (b) the Company shall furnish to the Investor 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, 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 one hundred eighty (180) days after receipt of the request of the Investor, and, provided further, that the Company shall not defer its obligation in this manner more than once in any 12-month period. Notwithstanding the provisions of SECTION 4.2, the Company is not required to file a registration statement requested under such sections if, on the date of such request, the Investor could sell all of the Registrable Securities then held by it, pursuant to the terms of Rule 144 under the Securities Act, within thirty (30) days of the date of such request.
