Common use of Postponements in Requested Registrations Clause in Contracts

Postponements in Requested Registrations. (a) If, upon receipt of a registration request pursuant to Section 3.1, the Company is advised in writing by a nationally recognized investment banking firm in the United States or Canada selected by the Company that, in such firm’s opinion, a registration by the Company at the time and on the terms requested would adversely affect any public offering of securities of the Company (other than in connection with employee benefit and similar plans) (a “Company Offering”) with respect to which the Company has commenced preparations for a registration prior to the receipt of a registration request pursuant to Section 3.1 and the Company furnishes the Holders with a certificate signed by the Chief Executive Officer or Chief Financial Officer of the Company to such effect (the “Transaction Delay Notice”) promptly after such request, the Company shall not be required to effect a registration pursuant to Section 3.1 until the earliest of (i) 30 days after the completion of such Company Offering, (ii) promptly after the abandonment of such Company Offering or (iii) 90 days after the date of the Transaction Delay Notice; provided that in any event the Company shall not be required to effect any registration prior to the termination, waiver or reduction of any “blackout period” required by the underwriters to be applicable to the Holders in connection with any Company Offering; provided further that in no event shall the Company delay such registration for more than 180 days.

Appears in 3 contracts

Samples: Investor Rights Agreement (Otelco Telecommunications LLC), Investor Rights Agreement (Brindlee Mountain Telephone Co), Investor Rights Agreement (Otelco Inc.)

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Postponements in Requested Registrations. (a) If, upon receipt of a registration request pursuant to Section 3.12.1, the Company is advised in writing by a nationally recognized investment banking firm in the United States or Canada selected by the Company that, in such firm’s 's opinion, a registration by the Company at the time and on the terms requested would adversely affect any public offering of securities of the Company (other than in connection with employee benefit and similar plans) (a "Company Offering") with respect to which the Company has commenced preparations for a registration prior to the receipt of a registration request pursuant to Section 3.1 2.1 and the Company furnishes the Holders with a certificate signed by the Chief Executive Officer or Chief Financial Officer of the Company to such effect (the "Transaction Delay Notice") promptly after such request, the Company shall not be required to effect a registration pursuant to Section 3.1 2.1 until the earliest of (i) 30 days after the completion of such Company Offering, (ii) promptly after the abandonment of such Company Offering or (iii) 90 days after the date of the Transaction Delay Notice; provided that in any event the Company shall not be required to effect any registration prior to the termination, waiver or reduction of any "blackout period" required by the underwriters to be applicable to the Holders in connection with any Company Offering; provided further that in no event shall the Company delay such registration for more than 180 days.

Appears in 2 contracts

Samples: Registration Rights Agreement (Volume Services America Holdings Inc), Registration Rights Agreement (Volume Services America Inc)

Postponements in Requested Registrations. (ai) If, upon receipt of a registration request pursuant to Section 3.14.2(a), the Company is advised in writing by a nationally recognized investment banking firm in the United States or Canada selected by the Company that, in such firm’s 's opinion, a registration by the Company at the time and on the terms requested would adversely affect any public offering of securities of the Company by the Company (other than in connection with employee benefit and similar plans) (a “Company Offering”"COMPANY OFFERING") with respect to which the Company has commenced preparations for a registration prior to the receipt of a registration request pursuant to Section 3.1 4.2(a) and the Company furnishes the Holders with a certificate signed by the Chief Executive Officer or Chief Financial Officer of the Company to such effect (the “Transaction Delay Notice”"TRANSACTION DELAY NOTICE") promptly after such request, the Company shall not be required to effect a registration pursuant to Section 3.1 4.2(a) until the earliest of (iA) 30 days after the completion of such Company Offering, (iiB) promptly after the abandonment of such Company Offering or (iiiC) 90 120 days after the date of the Transaction Delay Notice; provided provided, however, that in any event the Company shall not be required to effect any registration prior to the termination, waiver or reduction of any "blackout period" required by the underwriters to be applicable to the Holders or the Company, if any, in connection with any Company Offering; provided further that in no event shall the Company delay such registration for more than 180 days.

Appears in 1 contract

Samples: Trust Agreement (DPL Inc)

Postponements in Requested Registrations. (ai) If, upon receipt of a registration request pursuant to Section 3.14.2(a), the Company is advised in writing by a nationally recognized investment banking firm in the United States or Canada selected by the Company that, in such firm’s opinion, a registration by the Company at the time and on the terms requested would adversely affect any public offering of securities of the Company by the Company (other than in connection with employee benefit and similar plans) (a “Company Offering”) with respect to which the Company has commenced preparations for a registration prior to the receipt of a registration request pursuant to Section 3.1 4.2(a) and the Company furnishes the Holders with a certificate signed by the Chief Executive Officer or Chief Financial Officer of the Company to such effect (the “Transaction Delay Notice”) promptly after such request, the Company shall not be required to effect a registration pursuant to Section 3.1 4.2(a) until the earliest of (iA) 30 days after the completion of such Company Offering, (iiB) promptly after the abandonment of such Company Offering or (iiiC) 90 120 days after the date of the Transaction Delay Notice; provided provided, however, that in any event the Company shall not be required to effect any registration prior to the termination, waiver or reduction of any “blackout period” required by the underwriters to be applicable to the Holders or the Company, if any, in connection with any Company Offering; provided further that in no event shall the Company delay such registration for more than 180 days.

Appears in 1 contract

Samples: Securityholders and Registration Rights Agreement (DPL Inc)

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Postponements in Requested Registrations. (a) If, upon receipt of a registration request pursuant to Section 3.12.1, the Company is advised in writing by a nationally recognized investment banking firm in the United States or Canada selected by the Company that, in such firm’s 's opinion, a registration by the Company at the time and on the terms requested would adversely affect any public offering of securities of the Company (other than in connection with employee benefit and similar plans) (a "Company Offering") with respect to which the Company has commenced preparations for a registration prior to the receipt of a registration request pursuant to Section 3.1 2.1 and the Company furnishes the Holders with a certificate signed by the Chief Executive Officer or Chief Financial Officer of the Company to such effect (the "Transaction Delay Notice") promptly after such request, the Company shall not be required to effect a registration pursuant to Section 3.1 2.1 until the earliest of (i) 30 days after the completion of such Company Offering, (ii) promptly after the abandonment of such Company Offering or (iii) 90 days after the date of the Transaction Delay Notice; provided that in any event the Company shall not be required to effect any registration prior to the termination, waiver or reduction of any "blackout period" required by the underwriters to be applicable to the Holders in connection with any Company Offering; provided further that in no event shall the Company delay such registration for more than 180 days.

Appears in 1 contract

Samples: Investor Rights Agreement (Alliance Laundry Systems LLC)

Postponements in Requested Registrations. (ai) If, upon receipt of a registration request pursuant to Section 3.13.1(a), the Company is advised in writing by a nationally recognized investment banking firm in the United States or Canada selected by the Company that, in such firm’s 's opinion, a registration by the Company at the time and on the terms requested would materially and adversely affect any public offering of securities of the Company by the Company (other than in connection with employee benefit and similar plans) (a "Company Offering") with respect to which the Company has commenced preparations for preparation of a registration statement prior to the receipt of a registration 13 10 request pursuant to Section 3.1 3.1(a) and the Company furnishes the Holders Parent with a certificate signed by the Chief Executive Officer or Chief Financial Officer of the Company to such effect (the "Transaction Delay Notice") promptly after such request, the Company shall not be required to effect a registration pursuant to Section 3.1 3.1(a) until the earliest of (iA) 30 60 days after the completion of such Company Offering, (iiB) promptly after the abandonment of such Company Offering or (iiiC) 90 180 days after the date of the Transaction Delay Notice; provided provided, however, that in any event the Company shall not be required to effect any registration prior to the termination, waiver or reduction of any “blackout period” "blackout" or "holdback" period required by the underwriters to be applicable to the Holders Section 2.2(d) or 4.5, if any, in connection with any Company Offering; provided further that in no event shall the Company delay such registration for more than 180 days.

Appears in 1 contract

Samples: Stockholder and Registration Rights Agreement (Express Scripts Inc)

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