Common use of Postponements in Requested Registrations Clause in Contracts

Postponements in Requested Registrations. If the Company shall at any time furnish to the Holders a certificate signed by its chairman of the board, chief executive officer or president stating that the filing of a Registration Statement or conducting a Shelf Underwritten Offering or Non-Underwritten Shelf Take-Down would, in the good faith judgment of the board of directors of the Company, (i) require the Company to make an Adverse Disclosure or (ii) materially interfere with any material proposed acquisition, disposition, financing, reorganization, recapitalization or similar transaction involving the Company or any of its subsidiaries then under consideration, the Company may postpone the filing (but not the preparation) of a Registration Statement or the commencement of a Shelf Underwritten Offering, as applicable, required by this Section 3 until such circumstance is no longer continuing but not to exceed sixty (60) days (such period, a “Postponement Period”); provided that the Company shall at all times in good faith use its commercially reasonable best efforts to cause any Registration Statement required by this Section 3 to be filed as soon as possible or any Shelf Underwritten Offering to be conducted as soon as possible, as applicable; provided, further, that the Company shall not be permitted to commence a Postponement Period pursuant to this Section 3(d) more than once in any 180‑day period. The Company shall promptly give the Holders requesting registration thereof or that delivered a Take-Down Notice, as applicable, pursuant to this Section 3 written notice of any postponement made in accordance with the preceding sentence.

Postponements in Requested Registrations. If the Company shall at any time furnish to the Holders a certificate signed by its chairman of the board, chief executive officer or president stating that the filing of a Registration Statement or conducting a Shelf Underwritten Offering or Non-Underwritten Shelf Take-Down would, in the good faith judgment of the board of directors of the Company, (i) require the Company to make an Adverse Disclosure or (ii) materially interfere with any material proposed acquisition, disposition, financing, reorganization, recapitalization or similar transaction involving the Company or any of its subsidiaries then under consideration, the Company may postpone the filing (but not the preparation) of a Registration Statement or the commencement of a Shelf Underwritten Offering, as applicable, required by this Section 3 until such circumstance is no longer continuing but not to exceed sixty (60) days (such period, a “Postponement Period”); provided that the Company shall at all times in good faith use its commercially reasonable best efforts to cause any Registration Statement required by this Section 3 to be filed as soon as possible or any Shelf Underwritten Offering to be conducted as soon as possible, as applicable; provided, further, that the Company shall not be permitted to commence a Postponement Period pursuant to this Section 3(d) more than once in any 180‑day 180-day period. The Company shall promptly give the Holders requesting registration thereof or that delivered a Take-Down Notice, as applicable, pursuant to this Section 3 written notice of any postponement made in accordance with the preceding sentence.

Postponements in Requested Registrations. If If, upon receipt of a request for a Demand Registration or any NT Registration, the Company shall is advised in writing by a nationally recognized investment banking firm selected by the Company that, in such firm's opinion, a registration by the Company at the time and on the terms requested would materially and adversely affect any time furnish public offering of securities of the Company solely for the account of the Company (a "Company Offering"), in respect of which, in the case of a request for a Demand Registration, the Company has commenced preparations for a registration prior to the Holders receipt of a request for such Demand Registration, and the Company furnishes the Requesting Holder or the Names' Trustee, as the case may be, with a certificate signed by its chairman the Chief Executive Officer or Chief Financial Officer of the board, chief executive officer or president stating that the filing of a Registration Statement or conducting a Shelf Underwritten Offering or Non-Underwritten Shelf Take-Down would, in the good faith judgment of the board of directors of the Company, (i) require the Company to make an Adverse Disclosure or such effect (iia "Transaction Delay Notice") materially interfere with any material proposed acquisitionpromptly after such request, disposition, financing, reorganization, recapitalization or similar transaction involving the Company or any of its subsidiaries then under consideration, the Company may postpone the filing (but not the preparation) of a Registration Statement or the commencement of a Shelf Underwritten Offering, as applicable, required by this Section 3 until such circumstance is no longer continuing but not to exceed sixty (60) days (such period, a “Postponement Period”); provided that the Company shall at all times in good faith use its commercially reasonable best efforts to cause any Registration Statement required by this Section 3 to be filed as soon as possible or any Shelf Underwritten Offering to be conducted as soon as possible, as applicable; provided, further, that the Company shall not be permitted required to commence effect a Postponement Period pursuant to this Section 3(dDemand Registration or any NT Registration until the earliest of (A) more than once 90 days after the completion of such Company Offering, (B) promptly after the abandonment of such Company Offering, or (C) 90 days after the date of the Transaction Delay Notice; provided, however, that in any 180‑day period. The event the Company shall promptly give not be required to effect any Demand Registration or any NT Registration prior to the Holders requesting registration thereof termination, waiver or that delivered a Take-Down Noticereduction of any "blackout period" required by the underwriters to be applicable to the Requesting Holder or the Names' Trustee, as applicablethe case may be, pursuant to this Section 3 written notice of in connection with any postponement made in accordance with the preceding sentenceCompany Offering.

Postponements in Requested Registrations. If (i) If, upon receipt ---------------------------------------- of a registration request pursuant to Section 2(a), the Company shall is advised in writing by a nationally recognized investment banking firm 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 time furnish public offering of securities of the Company (other than in connection with employee benefit and similar plans, in connection with the Sprint warrants or in connection with the high yield warrants) (a "Company Offering") with respect to which the Company ---------------- has commenced preparations for a registration prior to the Holders receipt of a registration request pursuant to Section 2(a) and the Company furnishes Blackstone with a certificate signed by its chairman the Chief Executive Officer or Chief Financial Officer of the board, chief executive officer or president stating that the filing of a Registration Statement or conducting a Shelf Underwritten Offering or Non-Underwritten Shelf Take-Down would, in the good faith judgment of the board of directors of the Company, (i) require the Company to make an Adverse Disclosure or such effect (iithe "Transaction Delay Notice") materially interfere with any material proposed acquisition------------------------ promptly after such request, disposition, financing, reorganization, recapitalization or similar transaction involving the Company or any of its subsidiaries then under consideration, the Company may postpone the filing (but not the preparation) of a Registration Statement or the commencement of a Shelf Underwritten Offering, as applicable, required by this Section 3 until such circumstance is no longer continuing but not to exceed sixty (60) days (such period, a “Postponement Period”); provided that the Company shall at all times in good faith use its commercially reasonable best efforts to cause any Registration Statement required by this Section 3 to be filed as soon as possible or any Shelf Underwritten Offering to be conducted as soon as possible, as applicable; provided, further, that the Company shall not be permitted required to commence effect a Postponement Period registration pursuant to this Section 3(d2(a) more than once until the earliest of (A) 90 days after the completion of such Company Offering, (B) promptly after the abandonment of such Company Offering or (C) 90 days after the date of the Transaction Delay Notice; provided, however, that in any 180‑day period. The event the Company shall promptly give not be required to effect any registration prior to the Holders requesting registration thereof termination, waiver or that delivered a Take-Down Notice, as applicable, pursuant to this Section 3 written notice reduction of any postponement made "blackout period" required by the underwriters to be applicable to Blackstone in accordance connection with the preceding sentenceany Company Offering.