Restrictions on Long-Form Registrations. The Company shall not be obligated to effect any Demand Registration within 180 days after the effective date of a previous Demand Registration. The Company may postpone for up to 180 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company's board of directors determines in its reasonable good faith judgment that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any of its Subsidiaries to engage in any acquisition of assets (other than in the Ordinary Course of Business) or any merger, consolidation, tender offer, reorganization or similar transaction; provided that in such event, the holders of Registrable Securities initially requesting such Demand Registration shall be entitled to withdraw such request and, if such request is withdrawn, such Demand Registration shall not count as one of the permitted Demand Registrations hereunder and the Company shall pay all Registration Expenses in connection with such registration. The Company may delay a Demand Registration hereunder only once in any twelve-month period.
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Samples: Registration Rights Agreement (Vitalstream Holdings Inc), Registration Agreement (Vitalstream Holdings Inc), Registration Agreement (Vitalstream Holdings Inc)
Restrictions on Long-Form Registrations. The Company shall not be obligated to effect any Demand Long-Form Registration within 180 one-hundred eighty (180) days after the effective date of a previous Demand Long-Form Registration. The Company may postpone for up to 180 one-hundred eighty (180) days the filing or the effectiveness of a registration statement for a Demand Registration if the Company's board of directors Company by Special Board Vote determines in its reasonable good faith judgment that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any of its Subsidiaries to engage in any acquisition of assets (other than in the Ordinary Course ordinarycourse of Businessbusiness) or any merger, consolidation, tender offer, reorganization or similar transaction; provided that that, in such event, the holders of Registrable Securities initially requesting such Demand Registration shall be entitled to withdraw such request and, if such request is withdrawn, such Demand Registration shall not count as one of the permitted Demand Registrations hereunder and the Company shall pay all Registration Expenses in connection with such registration. The Company may delay a Demand Registration hereunder only once in any twelve-month period.
Appears in 2 contracts
Samples: Stockholders Agreement (Gleason Reporting Group), Stockholders Agreement (Torque Acquisition Co LLC)
Restrictions on Long-Form Registrations. The Company shall will not be obligated to effect any Demand Long-Form Registration within 180 days six months after the effective date of a previous Demand Long-Form Registration. The Company may postpone for up to 180 days six months the filing or the effectiveness of a registration statement for a Demand Registration if the Company's board Company and the holders of directors determines in its reasonable good faith judgment at least 66 2/3% of the Registrable Securities initially requesting such registration agree that such Demand Registration would reasonably be expected to have a material an adverse effect on any proposal or plan by the Company or any of its Subsidiaries subsidiaries to engage in any acquisition of assets (other than in the Ordinary Course ordinary course of Businessbusiness) or any merger, consolidation, tender offer, reorganization offer or similar transaction; provided that in such event, the holders of Registrable Securities initially requesting such Demand a Long- Form Registration shall will be entitled to withdraw such request and, if such request is withdrawn, such Demand Long-Form Registration shall will not count as one of the permitted Demand Long-Form Registrations hereunder and the Company shall will pay all Registration Expenses of the Company and the holders of Registrable Securities in connection with such registration. The Company may delay a Demand Registration hereunder only once in any twelve-month period.
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Restrictions on Long-Form Registrations. The Company shall not be obligated to effect any Demand Long-Form Registration within 180 days after the effective date of a previous Demand RegistrationLong-Form Registration to the extent a Lock-Up Period (as defined in Section 3 below) is in effect. The Company may postpone for up to 180 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company's board Company and the holders of directors determines in its reasonable good faith judgment a majority of the Parent Registrable Securities agree that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any of its Subsidiaries to engage in any acquisition of assets (other than in the Ordinary Course ordinary course of Businessbusiness) or any merger, consolidation, tender offer, reorganization or similar transaction; provided however, that in such event, the holders of Registrable Securities initially requesting such Demand Registration shall be entitled to withdraw such request and, if such request is withdrawn, such Demand Registration shall not count as one of the permitted Demand Registrations hereunder and the Company shall pay all Registration Expenses in connection with such registration. The Company may delay a Demand Registration hereunder only once in any twelve-month period.
Appears in 1 contract
Samples: Registration Rights Agreement (Vaso Active Pharmaceuticals Inc)
Restrictions on Long-Form Registrations. The Company shall not be obligated to effect any Demand Long-Form Registration within 180 90 days after the effective date of a previous Demand Long-Form Registration. The Company may postpone for up to 180 90 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company's board Company and the holders of directors determines in its reasonable good faith judgment a majority of the Registrable Securities agree that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any of its Subsidiaries to engage in any acquisition of assets (other than in the Ordinary Course ordinary course of Businessbusiness) or any merger, consolidation, tender offer, reorganization or similar transaction; provided that in such event, the holders of Registrable Securities initially requesting such Demand Registration shall be entitled to withdraw such request and, if such request is withdrawn, such Demand Registration shall not count as one of the permitted Demand Registrations hereunder and the Company shall pay all Registration Expenses in connection with such registration. The Company may delay a Demand Registration hereunder only once in any twelve-month period.
Appears in 1 contract
Samples: Registration Agreement (Seabright Insurance Holdings Inc)