Regulatory Disapproval. The contemplated effective date for the Registration Statement as described in Section 1.1(b) shall be extended without default or liquidated damages hereunder or under the Purchase Agreement in the event that the Company’s failure to obtain the effectiveness of the Registration Statement on a timely basis results solely from the Commission’s disapproval of the structure of the transactions contemplated by the Purchase Agreement. In such event, the parties agree to cooperate with one another in good faith to arrive at a resolution acceptable to the Commission.
Appears in 11 contracts
Samples: Common Stock Purchase Agreement (Tercica Inc), Registration Rights Agreement (Cytokinetics Inc), Registration Rights Agreement (Tercica Inc)
Regulatory Disapproval. The contemplated effective date for the Registration Statement as described in Section 1.1(b) shall be extended without default or liquidated damages hereunder or under the Purchase Agreement in the event that the Company’s 's failure to obtain the effectiveness of the Registration Statement on a timely basis results solely from the Commission’s 's disapproval of the structure of the transactions contemplated by the Purchase Agreement. In such event, the parties agree to cooperate with one another in good faith to arrive at a resolution acceptable to the Commission.
Appears in 2 contracts
Samples: Registration Rights Agreement (Cellegy Pharmaceuticals Inc), Registration Rights Agreement (American Technology Corp /De/)
Regulatory Disapproval. The contemplated effective date for the Registration Statement as described in Section 1.1(b) shall be extended without default or liquidated damages hereunder or under the Purchase Agreement in the event that the CompanyTrust’s failure to obtain the effectiveness of the Registration Statement on a timely basis results solely from the Commission’s disapproval of the structure of the transactions contemplated by the Purchase AgreementAgreement by the TSX and/or the Commission. In such event, the parties agree to cooperate with one another in good faith to arrive at a resolution acceptable to the TSX and/or the Commission.
Appears in 1 contract
Samples: Trust Unit Purchase Agreement (Enterra Energy Trust)
Regulatory Disapproval. The contemplated effective date for the Registration Statement as described in Section 1.1(b) shall be extended without default or liquidated damages hereunder or under the Purchase Agreement in the event that the Company’s failure to obtain the effectiveness of the Registration Statement on a timely basis results solely from (i) the Commission’s disapproval of the structure of the transactions contemplated by the Purchase Agreement, or (ii) events or circumstances that are not in any way attributable to the Company. In such eventthe event of clause (i) above, the parties agree to cooperate with one another in good faith to arrive at a resolution acceptable to the Commission.
Appears in 1 contract
Samples: Registration Rights Agreement (Corcept Therapeutics Inc)
Regulatory Disapproval. The contemplated effective date for the Registration Statement as described in Section 1.1(b) shall be extended without default or liquidated damages hereunder or under the Purchase Agreement in the event that the Company’s failure to obtain the effectiveness of the Registration Statement on a timely basis results solely from the Commission’s disapproval of the structure of the transactions contemplated by the Purchase Agreement. In such event, the parties agree to cooperate with one another in good faith to arrive at a resolution acceptable to the Commission.
Appears in 1 contract