Common use of Postponement of Shelf Registration Clause in Contracts

Postponement of Shelf Registration. NBCi will be entitled to postpone the obligation to file any Shelf Registration Statement for a reasonable period not in excess of 90 calendar days if NBCi's Board of Directors determines, in the good faith exercise of its business judgment, that such registration and offering would materially interfere with BONA FIDE financing plans or strategic acquisition, disposition or alliance of NBCi that would require disclosure of information, the premature disclosure of which could materially and adversely affect NBCi. Notwithstanding the foregoing, in no event shall the aggregate number of days during any period of 12 consecutive months during which the Registering Holders are subject to (i) postponement pursuant to this Section 2(d), (ii) postponement pursuant to Section 3(d) and (iii) Black-Out pursuant to Section 7 exceed 90 days. If NBCi postpones the filing of a Shelf Registration Statement, it will promptly notify the Holders in writing (i) when the events or circumstances permitting such postponement have ended and (ii) that the decision to postpone was made by the Board of Directors of NBCi in accordance with this Section 2(d).

Appears in 3 contracts

Samples: Registration Rights Agreement (NBC Internet Inc), Registration Rights Agreement (General Electric Co), Registration Rights Agreement (NBC Internet Inc)

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Postponement of Shelf Registration. NBCi will be entitled to ---------------------------------- postpone the obligation to file any Shelf Registration Statement for a reasonable period not in excess of 90 calendar days if NBCi's Board of Directors determines, in the good faith exercise of its business judgment, that such registration and offering would materially interfere with BONA FIDE bona fide financing ---- ---- plans or strategic acquisition, disposition or alliance of NBCi that would require disclosure of information, the premature disclosure of which could materially and adversely affect NBCi. Notwithstanding the foregoing, in no event shall the aggregate number of days during any period of 12 consecutive months during which the Registering Holders are subject to (i) postponement pursuant to this Section 2(d), (ii) postponement pursuant to Section 3(d) and (iii) Black-Black- Out pursuant to Section 7 exceed 90 days. If NBCi postpones the filing of a Shelf Registration Statement, it will promptly notify the Holders in writing (i) when the events or circumstances permitting such postponement have ended and (ii) that the decision to postpone was made by the Board of Directors of NBCi in accordance with this Section 2(d).

Appears in 1 contract

Samples: Registration Rights Agreement (Kitze Christopher)

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