Common use of Required Delays Clause in Contracts

Required Delays. Notwithstanding anything contained in this Section 2.1 to the contrary, if any request for Demand Registration is delivered at a time when (i) the Company has determined or is currently planning (and its Board of Directors has approved such determination or plan) to file a Registration Statement with respect to an underwritten primary registration of Common Stock on behalf of the Company (so long as a Registration Statement is filed with respect thereto within two months of the Holder’s or Holders’ request for Demand Registration), the Company may require the Holder or Holders to postpone such request until the expiration of the 90-day period following the effective date of such registration, or (ii) in the opinion of a majority of the Company’s Board such registration would adversely affect a material acquisition or merger to which the Company is a party, or otherwise materially and adversely affect the Company or the market for the Company’s Common Stock (it being understood that the ordinary effect of a Demand Registration on the market for securities does not meet the foregoing standard) (a “Material Event Postponement”), the Company — with the prior authorization of the Board of Directors — may require the Holder to postpone such request for an appropriate period (not to exceed 90 consecutive days (with a 30 day break between any two consecutive periods) or 180 days in any 12 month period). In the event of a Material Event Postponement and the aforementioned prior Board authorization, the Company shall deliver a certificate signed by the President or the Chairman confirming the Company’s reasons for postponing the registration and will effect such registration as promptly as possible after removal of such reasons.

Appears in 2 contracts

Samples: Registration Rights Agreement (HHG Distributing, LLC), Registration Rights Agreement (Hhgregg, Inc.)

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Required Delays. Notwithstanding anything contained in this --------------- Section 2.1 to the contrary, if any request for Demand Registration is delivered at a time when (i) the Company has determined or is currently planning (and has discussed with its Board of Directors has approved such determination or its plan) to file a Registration Statement with respect to an underwritten primary registration of Common Stock securities on behalf of the Company (so long as a Registration Statement is filed with respect thereto within two months of the Holder’s 's or Holders' request for Demand Registration), the Company may require the Holder or Holders to postpone such request until the expiration of the 90-day period following the effective date of such registration, or (ii) in the opinion of a majority of the members of the Company’s 's Board such registration would adversely affect a material acquisition or merger to which the Company is a party, or otherwise materially and adversely affect the Company or the market for the Company’s 's Common Stock (it being understood that the ordinary effect of a Demand Registration on the market for securities does not meet the foregoing standard) (a "Material Event Postponement"), the Company — with the prior authorization of the Board of Directors — may require the Holder to postpone such request for an appropriate period (not to exceed 90 consecutive days (with a 30 30-day break between any two consecutive periods) or 180 days in any 12 12-month period). In the event of a Material Event Postponement and the aforementioned prior Board authorizationPostponement, the Company shall deliver a certificate signed by the President or the Chairman confirming the Company’s 's reasons for postponing the registration and will effect such registration as promptly as possible after removal of such reasons.

Appears in 1 contract

Samples: Preferred Stock Registration Rights Agreement (Century Maintenance Supply Inc)

Required Delays. Notwithstanding anything contained in this --------------- Section 2.1 to the contrary, if any request for Demand Registration is delivered at a time when (i) the Company has determined or is currently planning (and has discussed with its Board of Directors has approved such determination or its plan) to file a Registration Statement with respect to an underwritten primary registration of Common Stock on behalf of the Company (so long as a Registration Statement is filed with respect thereto within two months of the Holder’s 's or Holders' request for Demand Registration), the Company may require the Holder or Holders to postpone such request until the expiration of the 90-day period following the effective date of such registration, or (ii) in the opinion of a majority of the Company’s 's Board such registration would adversely affect a material acquisition or merger to which the Company is a party, or otherwise materially and adversely affect the Company or the market for the Company’s 's Common Stock (it being understood that the ordinary effect of a Demand Registration on the market for securities does not meet the foregoing standard) (a "Material Event Postponement"), the Company — with the prior authorization of the Board of Directors — may require the Holder to postpone such request for an appropriate period (not to exceed 90 consecutive days (with a 30 30-day break between any two consecutive periods) or 180 days in any 12 12-month period). In the event of a Material Event Postponement and the aforementioned prior Board authorizationPostponement, the Company shall deliver a certificate signed by the President or the Chairman confirming the Company’s 's reasons for postponing the registration and will effect such registration as promptly as possible after removal of such reasons.

Appears in 1 contract

Samples: Registration Rights Agreement (Century Maintenance Supply Inc)

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Required Delays. Notwithstanding anything contained in this Section 2.1 to the contrary, if any request for Demand Registration is delivered at a time when (i) the Company has determined or is currently planning (and its Board of Directors has approved such determination or plan) to file a Registration Statement registration statement with respect to an underwritten primary registration of Common Stock on behalf of the Company (so long as a Registration Statement registration statement is filed with respect thereto within two months of the Holder’s or Holders’ request for Demand Registration), the Company may require the Holder or Holders to postpone such request until the expiration of the 90-day period following the effective date of such registration, or (ii) in the opinion of a majority of the Company’s Board such registration would adversely affect a material acquisition or merger to which the Company is a party, or otherwise materially and adversely affect the Company or the market for the Company’s Common Stock (it being understood that the ordinary effect of a Demand Registration on the market for securities does not meet the foregoing standard) (a “Material Event Postponement”), the Company — Company, with the prior authorization of the Board of Directors — Directors, may require the Holder to postpone such request for an appropriate period (not to exceed 90 consecutive days (with a 30 30-day break between any two consecutive periods) or 180 days in any 12 12-month period). In the event of a Material Event Postponement and the aforementioned prior Board authorization, the Company shall deliver a certificate signed by the President or the Chairman confirming the Company’s reasons for postponing the registration and will effect such registration as promptly as possible after removal of such reasons.

Appears in 1 contract

Samples: Registration Rights Agreement (Hhgregg, Inc.)

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