Common use of Restrictions on Registration Rights Clause in Contracts

Restrictions on Registration Rights. If (A) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand and the Company and the Holders are unable to obtain the commitment of underwriters to firmly underwrite the offer; (B) the filing, initial effectiveness, or continued use of a Registration Statement in respect of such Underwritten Offering at any time would require the inclusion in such Registration Statement financial statements that are unavailable to the Company; or (C) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand and in the good faith judgment of a majority of the Board that such Underwritten Offering is reasonably likely to be detrimental to the Company, then in each case the Company shall notify such Holders that in the good faith judgment of the majority of the Board it is reasonably likely to be detrimental to the Company for such Registration Statement to be filed or to undertake such Underwritten Offering in the near future. In such event, the Company shall have the right to defer such filing or offering for a period of not more than forty-five (45) days; provided, however, that the Company shall not defer its obligation in this manner more than once in any twelve (12)-month period.

Restrictions on Registration Rights. If (A) during the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of the filing of, and ending on a date one hundred and twenty (120) days after the effective date of, a Company initiated Registration and provided that the Company has delivered written notice to the Holders prior to receipt of a request for an Underwritten Shelf Takedown pursuant to Section 2.1.4 hereof and it continues to actively employ, in good faith, all reasonable best efforts to cause the applicable Registration Statement to become effective; (B) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand Registration and the Company and the Holders are unable to obtain the commitment of underwriters to firmly underwrite the offer; (B) the filing, initial effectiveness, or continued use of a Registration Statement in respect of such Underwritten Offering at any time would require the inclusion in such Registration Statement financial statements that are unavailable to the Company; or (C) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand and in the good faith judgment of a majority of the Board that such Underwritten Offering is reasonably likely to be detrimental to the Company, then in each case the Company shall notify such Holders that in the good faith judgment of the majority of the Board it is reasonably likely to such Underwritten Offering would be seriously detrimental to the Company for such Registration Statement and the Board concludes as a result that it is essential to be filed or to undertake defer the undertaking of such Underwritten Offering at such time, then in each case, as applicable, the near futureCompany shall furnish to such Holders a certificate signed by the Chairman of the Board stating the applicable reason(s) set forth in Clauses (A) through (C) above underlying the Company’s decision to defer the undertaking of such Underwritten Offering. In such event, the Company shall have the right to defer such filing or offering for a period of not more than forty-five sixty (4560) days; provided, however, that the Company shall not defer its obligation obligations in this manner more than once in any twelve (12)-month 12) month period.

Restrictions on Registration Rights. If (A) during the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of the filing of, and ending on a date one hundred and twenty (120) days after the effective date of, a Company initiated Registration and provided that the Company has delivered written notice to the Holders prior to receipt of a Demand Registration pursuant to subsection 2.2.1 and it continues to actively employ, in good faith, all reasonable efforts to cause the applicable Registration Statement to become effective; (B) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand Registration and the Company and the Holders are unable to obtain the commitment of underwriters to firmly underwrite the offer; (B) the filing, initial effectiveness, or continued use of a Registration Statement in respect of such Underwritten Offering at any time would require the inclusion in such Registration Statement financial statements that are unavailable to the Company; or (C) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand and in the good faith judgment of a majority of the Board that such Underwritten Offering is reasonably likely to be detrimental to the Company, then in each case the Company shall notify such Holders that in the good faith judgment of the majority of the Board it is reasonably likely to such Underwritten Offering would be seriously detrimental to the Company for such Registration Statement and the Board concludes as a result that it is essential to be filed or to undertake defer the undertaking of such Underwritten Offering at such time, then in each case, as applicable, the near futureCompany shall furnish to such Holders a certificate signed by the Chairman of the Board stating the applicable reason(s) set forth in Clauses (A) through (C) above underlying the Company’s decision to defer the undertaking of such Underwritten Offering. In such event, the Company shall have the right to defer such filing or offering for a period of not more than forty-five sixty (4560) days; provided, however, that the Company shall not defer its obligation obligations in this manner more than once in any twelve (12)-month 12) month period.

Restrictions on Registration Rights. If (Aa) the Holders of Registrable Securities have requested an Underwritten Offering pursuant to an Underwritten Demand and the Company PubCo and the Holders are unable to obtain the commitment of underwriters to firmly underwrite the offer; (B) the filing, initial effectiveness, or continued use of a Registration Statement in respect of such Underwritten Offering at any time would require the inclusion in such Registration Statement financial statements that are unavailable to the Companyoffering; or (Cb) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand and in the good faith judgment of the Board a majority Registration or Underwritten Offering would be seriously detrimental to PubCo and the Board concludes as a result that it is essential to defer the filing of the Board that applicable Registration Statement or the undertaking of such Underwritten Offering is reasonably likely to be detrimental to the Companyat such time, then in each case the Company PubCo shall notify furnish to such Holders a certificate signed by the Chairman of the Board stating that in the good faith judgment of the majority of the Board it is reasonably likely to would be seriously detrimental to the Company PubCo for such Registration Statement to be filed or to undertake such Underwritten Offering in the near futurefuture and that it is therefore essential to defer the filing of such Registration Statement or undertaking of such Underwritten Offering. In such event, the Company PubCo shall have the right to defer such filing or offering for a period of not more than forty-five thirty (4530) days; provided, however, that the Company PubCo shall not defer its obligation in this manner more than once in any twelve (12)-month period.

Restrictions on Registration Rights. If If: (Aa) during the period starting with the date 60 days prior to the Company’s good faith estimate of the date of the filing of, and ending on a date 120 days after the effective date of, a Company initiated Registration, and provided that the Company has delivered written notice to the Holders prior to receipt of a Demand Registration pursuant to Section 2.1(a) and it continues to actively employ, in good faith, all reasonable efforts to cause the applicable Registration Statement to become effective; (b) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand Registration and the Company and the Holders are unable to obtain the commitment of underwriters to firmly underwrite the offer; (B) the filing, initial effectiveness, or continued use of a Registration Statement in respect of such Underwritten Offering at any time would require the inclusion in such Registration Statement financial statements that are unavailable to the Company; offer; or (Cc) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand and in the good faith judgment of a majority of the Board that such Underwritten Offering is reasonably likely to Registration would be seriously detrimental to the CompanyCompany and the Board concludes as a result that it is essential to defer the filing of such Registration Statement at such time, including if such Registration would necessitate the Company to make an Adverse Disclosure, then in each case the Company shall notify furnish to such Holders that in a certificate signed by the good faith judgment of the majority Chairman of the Board it is reasonably likely to be detrimental to stating that the Company for filing of such Registration Statement to shall be filed or to undertake such Underwritten Offering in the near futuredeferred and stating which of clauses (a), (b) and (c) is applicable. In such event, the Company shall have the right to defer such filing or offering for a period of not more than forty-five (45) days; provided, however, 30 days; provided that the Company shall not defer its obligation in this manner more than once twice in any twelve 12-month period, provided, further, that such limitation shall not apply to a deferral under clause (12)-month periodb) above.

Restrictions on Registration Rights. If (A) during the period starting with the date [sixty (60)] days prior to the Company’s good faith estimate of the date of the filing of, and ending on a date [one hundred and twenty (120)] days after the effective date of, a Company initiated Registration and provided that the Company has delivered written notice to the Holders prior to receipt of a Demand Registration pursuant to subsection 2.1.1 and it continues to actively employ, in good faith, all reasonable efforts to cause the applicable Registration Statement to become effective; (B) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand Registration and the Company and the Holders are unable to obtain the commitment of underwriters to firmly underwrite the offer; (B) the filing, initial effectiveness, or continued use of a Registration Statement in respect of such Underwritten Offering at any time would require the inclusion in such Registration Statement financial statements that are unavailable to the Company; or (C) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand and in the good faith judgment of a majority of the Board that such Underwritten Offering is reasonably likely to Registration would be seriously detrimental to the CompanyCompany and the Board concludes as a result that it is essential to defer the filing of such Registration Statement at such time, then in each case the Company shall notify furnish to such Holders a certificate signed by the Chairman of the Board stating that in the good faith judgment of the majority of the Board it is reasonably likely to would be seriously detrimental to the Company for such Registration Statement to be filed or to undertake such Underwritten Offering in the near futurefuture and that it is therefore essential to defer the filing of such Registration Statement. In such event, the Company shall have the right to defer such filing or offering for a period of not more than forty-five [thirty (45) 30)] days; provided, however, that the Company shall not defer its obligation in this manner more than once in any twelve (12)-month [12-month] period.

Restrictions on Registration Rights. If (A) during the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of the filing of, and ending on a date one hundred and twenty (120) days after the effective date of, a Company initiated Registration and provided that the Company has delivered written notice to the Holders prior to receipt of a Demand Registration pursuant to subsection 2.2.1 and it continues to actively employ, in good faith, all reasonable efforts to cause the applicable Registration Statement to become effective; (B) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand Registration and the Company and the Holders are unable to obtain the commitment of underwriters to firmly underwrite the offer; (B) the filing, initial effectiveness, or continued use of a Registration Statement in respect of such Underwritten Offering at any time would require the inclusion in such Registration Statement financial statements that are unavailable to the Company; or (C) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand and in the good faith judgment of a majority of the Board that such Underwritten Offering is reasonably likely to be detrimental to the Company, then in each case the Company shall notify such Holders that in the good faith judgment of the majority of the Board it is reasonably likely to such Underwritten Offering would be seriously detrimental to the Company for such Registration Statement and the Board concludes as a result that it is essential to be filed or to undertake defer the undertaking of such Underwritten Offering at such time, then in each case, as applicable, the near futureCompany shall furnish to such Holders a certificate signed by the Chairman of the Board stating the applicable reason(s) set forth in Clauses (A) through (C) above underlying the Company’s decision to defer the undertaking of such Underwritten Offering. In such event, the Company shall have the right to defer such filing or offering for a period of not more than forty-five one hundred twenty (45120) days; provided, however, that the Company shall not defer its obligation obligations in this manner more than once in any twelve (12)-month 12) month period.

Restrictions on Registration Rights. If (A) during the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of the filing of, and ending on a date one hundred and twenty (120) days after the effective date of, a Company initiated Registration and provided that the Company has delivered written notice to the Holders and it continues to actively employ, in good faith, all reasonable efforts to cause the applicable Registration Statement to become effective; (B) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand Registration and the Company and the Holders are unable to obtain the commitment of underwriters to firmly underwrite the offer; (B) the filing, initial effectiveness, or continued use of a Registration Statement in respect of such Underwritten Offering at any time would require the inclusion in such Registration Statement financial statements that are unavailable to the Company; or (C) the Holders have requested an Underwritten Offering pursuant to an Underwritten Demand and in the good faith judgment of a majority of the Board that such Underwritten Offering is reasonably likely to Registration would be seriously detrimental to the CompanyCompany and the Board concludes as a result that it is essential to defer the filing of such Registration Statement at such time, then in each case the Company shall notify furnish to such Holders a certificate signed by the Chairman of the Board stating that in the good faith judgment of the majority of the Board it is reasonably likely to would be seriously detrimental to the Company for such Registration Statement to be filed or to undertake such Underwritten Offering in the near futurefuture and that it is therefore essential to defer the filing of such Registration Statement. In such event, the Company shall have the right to defer such filing or offering for a period of not more than forty-five thirty (4530) days; provided, however, that the Company shall not defer its obligation in this manner more than once in any twelve (12)-month 12-month period. Notwithstanding anything to the contrary contained in this Agreement, no TVAC Shares shall be sold pursuant to any Registration prior to the expiration of the TVAC Lock-up Period.