Common use of Restrictions on Long-Form Registrations Clause in Contracts

Restrictions on Long-Form Registrations. The Company shall not be obligated to effect any Long-Form Registration within one hundred and eighty (180) days after the effective date of a previous Long-Form Registration or a previous registration in which the holders of Registrable Securities were given piggyback rights pursuant to Section 2 and in which there was no reduction in the number of Registrable Securities requested to be included. The Company may postpone for up to one hundred and eighty (180) days the filing or the effectiveness of a registration statement for a Demand Registration if the Company and the Initiating Holders 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 of business) or any merger, consolidation, tender offer, reorganization or similar transaction; provided that in such event, the Initiating Holders initially requesting such Demand Registration shall be entitled to withdraw such request and, if such request is withdrawn, such Demand Registration shall not count as one of the permitted Company-paid Long-Form Registrations hereunder and the Company shall pay all Registration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 (12) month period.

Restrictions on Long-Form Registrations. The Company shall not be --------------------------------------- obligated to effect any Long-Form Registration within one hundred and eighty (180) 180 days after the effective date of a previous Long-Form Registration or a previous registration in which the holders of Registrable Securities were given piggyback rights pursuant to Section 2 and in which there was no reduction in the number of Registrable Securities requested to be included. The Company may postpone for up to one hundred and eighty (180) 180 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company and the Initiating Holders holders of 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 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 Initiating Holders 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 Company-paid Long-Form 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 (12) twelve-month period.

Restrictions on Long-Form Registrations. The Company shall not be obligated to effect any Long-Form Registration within one hundred and eighty (180) 180 days after the effective date of a previous Long-Form Registration or a previous registration in which the holders of Investor Registrable Securities were given piggyback rights pursuant to Section 2 and in which there was no reduction in at least 75% of the number of Registrable Securities requested to be includedincluded were included in such registration. The Company may postpone for up to one hundred and eighty (180) 60 days the filing or the effectiveness of a registration statement for a Demand Registration if the board of directors of the Company (the “Board”) and the Initiating Holders holders of a majority of the Investor 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 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, a majority of the Initiating Holders 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 Company-paid Long-Form 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 (12) -month period.

Restrictions on Long-Form Registrations. The Company shall not be obligated to effect any Long-Form Registration within one hundred and eighty (180) 90 days after the effective date of a previous Long-Form Registration or a previous registration in which the holders of Registrable Securities were given piggyback rights pursuant to Section SECTION 2 and in which there was no reduction in the number of Registrable Securities requested to be included. The Company may postpone for up to one hundred and eighty (180) 180 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company and the Initiating Holders holders of a majority of the Investor 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 Subsidiaries to acquire financing, engage in any acquisition of assets (other than in the ordinary course of business) ), or engage in any merger, consolidation, tender offer, reorganization reorganization, or similar transaction; provided that PROVIDED THAT, in such event, the Initiating Holders holders of Investor 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 Company-paid Long-Form 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 (12) twelve-month period.

Restrictions on Long-Form Registrations. The Company shall not be --------------------------------------- obligated to effect any Long-Form Registration within one hundred and eighty (180) 90 days after the effective date of a previous Long-Form Registration or a previous registration in which the holders of Registrable Securities were given piggyback rights pursuant to Section 2 and in which there was no reduction in the number of --------- Registrable Securities requested to be included. The Company may postpone for up to one hundred and eighty (180) 180 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company and the Initiating Holders holders of 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 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 however, that in such -------- ------- event, the Initiating Holders 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 Company-paid Long-Form 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 (12) twelve-month period.

Restrictions on Long-Form Registrations. (i) The Company shall not be obligated to effect any Long-Form Registration within one hundred and eighty (180) 90 days after the effective date of a previous Long-Long- Form Registration or a previous registration in which the holders of Registrable Securities were given piggyback rights pursuant to Section 2 --------- and in which there was no reduction in the number of Registrable Securities requested to be included. . (ii) The Company may postpone for up to one hundred and eighty (180) 120 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company and the Initiating Holders agree Company's Board of Directors determines 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 Subsidiaries to acquire financing, engage in any acquisition of assets (other than in the ordinary course of business) ), or engage in any merger, consolidation, tender offer, reorganization reorganization, or similar transaction; provided that that, in such event, the Initiating Holders -------- ---- 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 Company-paid Long-Form Registrations hereunder and the Company shall pay all Registration Expenses in connection with such registration. The Company may delay a Demand Registration hereunder under this Section 1(e)(ii) ---------------- only once in any twelve (12) twelve-month periodperiod and two times in the aggregate.

Restrictions on Long-Form Registrations. (i) The Company shall not be obligated to effect any Long-Form Registration within one hundred and eighty (180) 90 days after the effective date of a previous Long-Long- Form Registration or a previous registration in which the holders of Registrable Securities were given piggyback rights pursuant to Section 2 --------- and in which there was no reduction in the number of Registrable Securities requested to be included. . (ii) The Company may postpone for up to one hundred and eighty (180) 120 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company and the Initiating Holders agree Company's Board of Directors determines 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 Subsidiaries to acquire financing, engage in any acquisition of assets (other than in the ordinary course of business) ), or engage in any merger, consolidation, tender offer, reorganization reorganization, or similar transaction; provided that that, in such event, the Initiating Holders -------- ---- 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 Company-paid Long-Form Registrations hereunder and the Company shall pay all Registration Expenses in connection with such registration. The Company may delay a Demand Registration hereunder under this Section 1(e)(ii) --------------- only once in any twelve (12) twelve-month periodperiod and two times in the aggregate.