Common use of Postponement Clause in Contracts

Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding 90 days) (the “Postponement Period”) the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 if the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui shall have the right to withdraw the request for registration by giving written notice to the Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui is entitled pursuant to this Section 2.1.

Appears in 4 contracts

Samples: Registration Rights Agreement (United Auto Group Inc), Purchase Agreement (United Auto Group Inc), Registration Rights Agreement (United Auto Group Inc)

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Postponement. The Company shall be entitled once in any sixtwelve-month period to postpone for a reasonable period of time (but not exceeding 90 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 3.1 if the Company determines, in its reasonable judgment, as authorized by a resolution of its Board of Directors, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui the Participating Holders written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui Majority Participating Holders shall have the right to withdraw the request for registration by giving written notice to the Company at any time during such Postponement Period and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui is the Holders are entitled pursuant to this Section 2.13.1.

Appears in 4 contracts

Samples: Registration Rights Agreement (Tepper David A), Equity Registration Rights Agreement (NTL Inc), Registration Rights Agreement (NTL Europe Inc)

Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding 90 60 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 if the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui the Purchasers written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui the Purchasers shall have the right to withdraw the request for registration by giving written notice to the Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui is the Purchasers are entitled pursuant to this Section 2.1.

Appears in 3 contracts

Samples: Registration Rights Agreement (Forstmann Little & Co Sub Debt & Eq MGMT Buyout Par Vii Lp), Registration Rights Agreement (Forstmann Little & Co Sub Debt & Eq MGMT Buyout Par Vii Lp), Registration Rights Agreement (Forstmann Little & Co Sub Debt & Eq MGMT Buyout Par Vii Lp)

Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding 90 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 if the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui Penske written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui Penske shall have the right to withdraw the request for registration by giving written notice to the Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui Penske is entitled pursuant to this Section 2.1.

Appears in 2 contracts

Samples: Registration Rights Agreement (Penske Capital Partners LLC), Registration Rights Agreement (United Auto Group Inc)

Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding 90 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 if the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui IMCG written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui IMCG shall have the right to withdraw the request for registration by giving written notice to the Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui IMCG is entitled pursuant to this Section 2.1.

Appears in 2 contracts

Samples: Registration Rights Agreement (Penske Capital Partners LLC), Registration Rights Agreement (United Auto Group Inc)

Postponement. The Reorganized Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding 90 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 if the Reorganized Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Reorganized Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui the Registering Stockholders written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Reorganized Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui Stockholders shall have the right to withdraw the request for registration by giving written notice to the Reorganized Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui is the Stockholders are entitled pursuant to this Section 2.1.

Appears in 2 contracts

Samples: Registration Rights Agreement (Bio Plexus Inc), Registration Rights Agreement (Appaloosa Management Lp)

Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding 90 days) (the “Postponement Period”) the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 3.1 if the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction or development involving the Company or any subsidiary, subsidiary or would require premature disclosure thereof, and promptly gives Mitsui the holders of Registrable Securities requesting registration thereof pursuant to this Section 3.1 written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui Investor shall have the right to withdraw the request for registration by giving written notice to the Company at any time within 20 days after receipt of the notice of postponement and, in the event of such withdrawal, such request shall not be counted toward the number of Requested Registrations (including for purposes of the requests for registration to which Mitsui is entitled pursuant to paragraph (c) of this Section 2.13.1).

Appears in 2 contracts

Samples: Registration Rights Agreement (Pawnmart Inc), Registration Rights Agreement (Pawnmart Inc)

Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding 90 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 if the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui the Registering Forstmann Little Partnerships written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui Forstmann Little Partnerships shall have the right to withdraw the request for registration by giving written notice to the Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui is the Forstmann Little Partnerships are entitled pursuant to this Section 2.1.

Appears in 2 contracts

Samples: Registration Rights Agreement (Yankee Candle Co Inc), Registration Rights Agreement (Forstmann Little & Co Sub Debt & Equ MGMT Buyout Part Vi Lp)

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Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding 90 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 if the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui the Sabre Parties written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui the Sabre Parties shall have the right to withdraw the request for registration by giving written notice to the Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui is entitled pursuant to this Section 2.1time.

Appears in 1 contract

Samples: Registration Rights Agreement (Travelocity Com Inc)

Postponement. The Company shall be entitled once in any sixtwelve-month period to postpone for a reasonable period of time (but not exceeding 90 120 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 if the Board of Directors of the Company determines, in its reasonable judgmentgood faith, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving be seriously detrimental to the Company or any subsidiary, or would require premature disclosure thereof, and its stockholders and promptly gives Mitsui the Purchaser written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its commercially reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui the Purchaser shall have the right to withdraw the request for registration by giving written notice to the Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests request for registration to which Mitsui the Purchaser is entitled pursuant to this Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Water Pik Technologies Inc)

Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding 90 120 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 2.2 if the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui the Selling Holders written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts Selling Holders of more than 50% of the Registrable Securities to limit the delay to as short a period as is practicable and (ii) Mitsui be registered shall have the right to withdraw the request for registration by giving written notice to the Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui is the Holders are entitled pursuant to this Section 2.12.2.

Appears in 1 contract

Samples: Registration Rights Agreement (Pequot General Partners)

Postponement. The Company shall be entitled once in ------------ any six-month period to postpone for a reasonable period of time (but not exceeding 90 60 days) (the "Postponement Period") the filing of any registration statement required to be prepared and filed by it pursuant to this Section 2.1 if the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives Mitsui the Purchasers written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. If the Company shall so postpone the filing of a registration statement, (i) the Company shall use its reasonable best efforts to limit the delay to as short a period as is practicable and (ii) Mitsui the Purchasers shall have the right to withdraw the request for registration by giving written notice to the Company at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration to which Mitsui is the Purchasers are entitled pursuant to this Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (McLeodusa Inc)

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