Common use of Postponement of Demand Registration Clause in Contracts

Postponement of Demand Registration. The Corporation shall be entitled to postpone (but not more than twice in any 12-month period), for a reasonable period of time not in excess of 45 days, the filing of any registration statement or suspend the use of any shelf registration statement if the Corporation delivers to the holders requesting registration or the use of any shelf registration statement, as applicable, a certificate signed by both the chief executive officer and chief financial officer of the Corporation certifying that, in the good faith judgment of the board of directors of the Corporation, such registration or offering would reasonably be expected to materially adversely affect or materially interfere with any bona fide material financing of the Corporation or any material transaction under consideration by the Corporation or would require disclosure of information that has not been disclosed to the public, the premature disclosure of which would materially adversely affect the Corporation. Such certificate shall contain a statement of the reasons for such postponement and an approximation of the anticipated delay. The holders receiving such certificate shall keep the information contained in such certificate confidential subject to the same terms set forth in Section 6(p). If the Corporation shall so postpone the filing of a registration statement or suspend the use of any shelf registration statement, the Sponsor Investor Shareholder or CPPIB, as applicable, shall have the right to withdraw the request for registration or use of a shelf registration statement by giving written notice to the Corporation within 10 days of the anticipated termination date of the postponement period, as provided in the certificate delivered to the holders, and in the case of such a withdrawal, the Demand Notice delivered will not be counted for purposes of the number of Demand Notices permitted pursuant to Section 3(i).

Appears in 2 contracts

Samples: Registration Rights Agreement (Advanced Disposal Services, Inc.), Registration Rights Agreement (Advanced Disposal Services, Inc.)

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Postponement of Demand Registration. The Corporation shall be entitled to postpone (but not more than twice in any 12-month period), for a reasonable period of time not in excess of 45 days, the filing of any registration statement or suspend the use of any shelf registration statement if the Corporation delivers to the holders requesting registration or the use of any shelf registration statement, as applicable, a certificate signed by both the chief executive officer and chief financial officer of the Corporation certifying that, in the good faith judgment of the board of directors of the Corporation, such registration or offering would reasonably be expected to materially adversely affect or materially interfere with any bona fide material financing of the Corporation or any material transaction under consideration by the Corporation or would require disclosure of information that has not been disclosed to the public, the premature disclosure of which would materially adversely affect the Corporation. Such certificate shall contain a statement of the reasons for such postponement and an approximation of the anticipated delay. The holders receiving such certificate shall keep the information contained in such certificate confidential subject to the same terms set forth in Section 6(p6(o). If the Corporation shall so postpone the filing of a registration statement or suspend the use of any shelf registration statement, the Sponsor each Significant Investor Shareholder or CPPIB, as applicable, shall have the right to withdraw the request for registration or use of a shelf registration statement by giving written notice to the Corporation within 10 days of the anticipated termination date of the postponement period, as provided in the certificate delivered to the holders, and in the case of such a withdrawal, the Demand Notice delivered will not be counted for purposes of the number of Demand Notices permitted pursuant to Section 3(i).

Appears in 2 contracts

Samples: Registration Rights Agreement (Sportradar Group AG), Registration Rights Agreement (Sportradar Group AG)

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