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Common use of Permitted Delays Clause in Contracts

Permitted Delays. The Company shall be entitled to postpone, for up to sixty (60) days, the filing of any Registration Statement under this Section 2.1, if, (a) at any time prior to the filing of such Registration Statement, the Board determines, in its good faith business judgment, that such registration and offering would materially and adversely affect any financing, acquisition, corporate reorganization, or other material transaction involving the Company, and (b) the Company delivers to the Demanding Holders written notice thereof within ten (10) business days of the date of receipt of such request for Demand Registration; provided that all such periods of postponement may not exceed 180 days during any 365-day period. In addition, if the filing of a Registration Statement under this Section 2.1 at any time would require inclusion in such Registration Statement of financial statements that are unavailable to the Company for reasons beyond the Company’s control, the Company may, upon giving prompt written notice of such action to the Demanding Holders, delay the filing of such Registration Statement for the shortest possible period of time determined in good faith by the Company to be necessary for such purpose.

Appears in 2 contracts

Samples: Registration Rights Agreement (iStar Acquisition Corp.), Registration Rights Agreement (iStar Acquisition Corp.)

Permitted Delays. The Company shall be entitled to postpone, for up to sixty (60) days, the filing of any Registration Statement under this Section 2.12.3, if, if (a) at any time prior to the filing of such Registration Statement, the Board determines, in its good faith business judgment, that such registration and offering would materially and adversely affect any financing, acquisition, corporate reorganization, or other material transaction involving the Company, and (b) the Company delivers to the Demanding Holders holders of Registrable Securities requesting a registration written notice thereof within ten (10) business days of the date of receipt by the Company of such request for Demand Registrationrequest; provided that all such periods of postponement may not exceed 180 days during any 365-day period. In addition, if the filing of a Registration Statement under this Section 2.1 2.3 at any time would require inclusion in such Registration Statement of financial statements that are unavailable to the Company for reasons beyond the Company’s control, the Company may, upon giving prompt written notice of such action to the Demanding Holdersholders of Registrable Securities requesting such registration, delay the filing of such Registration Statement for the shortest possible period of time determined in good faith by the Company to be necessary for such purpose.

Appears in 2 contracts

Samples: Registration Rights Agreement (Global Entertainment & Media Holdings Corp), Registration Rights Agreement (iStar Acquisition Corp.)

Permitted Delays. The Company shall be entitled to postpone, for up to sixty (60) days, the filing of any Registration Statement under this Section 2.1, if, (a) at any time prior to the filing of such Registration Statement, the Board determines, in its good faith business judgment, that such registration Registration and offering would materially and adversely affect any financing, acquisition, corporate reorganization, or other material transaction involving the Company, and (b) the Company delivers to the Demanding Holders written notice thereof within ten (10) business days of the date of receipt of such request for Demand Registration; provided that all such periods of postponement may not exceed 180 days during any 365-day period. In addition, if the filing of a Registration Statement under this Section 2.1 at any time would require inclusion in such Registration Statement of financial statements that are unavailable to the Company for reasons beyond the Company’s control, the Company may, upon giving prompt written notice of such action to the Demanding Holders, delay the filing of such Registration Statement for the shortest possible period of time determined in good faith by the Company to be necessary for to obtain and include such purposefinancial statements.

Appears in 1 contract

Samples: Registration Rights Agreement (Global Entertainment & Media Holdings Corp)