Common use of Deferral of Filing Clause in Contracts

Deferral of Filing. If a Material Disclosure Event exists as of the time the filing of a registration statement is otherwise required by Section 2(b), the Company may defer such filing (but not the preparation) of such registration statement until a date not later than 150 days after the Required Filing Date. A deferral of the filing of a registration statement pursuant to this Section 2(b)(v) shall be lifted, and the requested registration statement shall be filed forthwith, if the Material Disclosure Event ceases. In order to defer the filing of a registration statement pursuant to this Section 2(b)(v), the Company shall promptly (but in any event within 10 days), upon determining to seek such deferral, deliver to each Requesting Stockholder a certificate signed by an executive officer of the Company stating that the Company is deferring such filing pursuant to this Section 2(b)(v) and a general statement of the reason for such deferral (which statement need not include any information which, in the opinion of the Company, constitutes material, nonpublic information) and an approximation of the anticipated delay. Within 20 days after receiving such certificate, the holders of a majority of the Registrable Securities beneficially owned by the Requesting Stockholders and for which registration was previously requested may withdraw such Demand Request by giving notice to the Company; if withdrawn, the Demand Request shall be deemed not to have been made for all purposes of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Samuels Jewelers Inc), Registration Rights Agreement (Samuels Jewelers Inc)

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Deferral of Filing. If a Material Disclosure Event exists as With respect to any Demand Registration, the obligation of the time Company to file, accelerate the initial effectiveness or continue the effectiveness of a regisstration statement shall be limited to the extent set forth in Section 2.1.6. If the Company so postpones the filing of a prospectus or the effectiveness of a registration statement is otherwise required by with respect to a Demand Registration for the reasons set forth in Section 2(b)2.1.6, the Company may defer Holders shall be entitled to withdraw such filing (but not the preparation) of request and, if such request is withdrawn, such registration statement until a date request shall not later than 150 days after count for the Required Filing Datepurposes of the limitations set forth in Section 2.2. The Company shall promptly give the Holders requesting registration thereof pursuant to this Section 2 written notice of any postponement made in accordance with the preceding sentence. A deferral of the filing of a registration statement pursuant to this Section 2(b)(v) 2.2.5 shall be lifted, and the requested registration statement shall be filed forthwith, if the Material Disclosure Event ceases. In order to defer the filing of a registration statement pursuant to this Section 2(b)(v)2.2.5, the Company shall promptly (but in any event within 10 days), upon determining to seek such deferral, deliver to each Requesting Stockholder Holder a certificate signed by an executive officer of the Company stating that the Company is deferring such filing pursuant to this Section 2(b)(v) 2.2.5 and a general statement of the reason for such deferral (which statement need not include any information which, in the opinion of the Company, constitutes material, nonpublic information) and an approximation of the anticipated delay. Within 20 days after receiving such certificate, the holders of a majority of the Registrable Securities beneficially owned held by the Requesting Stockholders Holders and for which registration was previously requested may withdraw such Demand Request by giving notice to the Company; if withdrawn, the Demand Request shall be deemed not to have been made for all purposes of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Workhorse Group Inc.), Registration Rights Agreement (Baudax Bio, Inc.)

Deferral of Filing. If a Material Disclosure Event exists as With respect to any Demand Registration, the obligation of the time Company to file, accelerate the initial effectiveness or continue the effectiveness of a registration statement shall be limited to the extent set forth in Section 2.1.5. If the Company so postpones the filing of a prospectus or the effectiveness of a registration statement is otherwise required by with respect to a Demand Registration for the reasons set forth in Section 2(b)2.1.5, the Company may defer Holders shall be entitled to withdraw such filing (but not the preparation) of request and, if such request is withdrawn, such registration statement until a date request shall not later than 150 days after count for the Required Filing Datepurposes of the limitations set forth in Section 2.2. The Company shall promptly give the Holders requesting registration thereof pursuant to this Section 2 written notice of any postponement made in accordance with the preceding sentence. A deferral of the filing of a registration statement pursuant to this Section 2(b)(v) 2.2.5 shall be lifted, and the requested registration statement shall be filed forthwith, if the Material Disclosure Event ceases. In order to defer the filing of a registration statement pursuant to this Section 2(b)(v)2.2.5, the Company shall promptly (but in any event within 10 days), upon determining to seek such deferral, deliver to each Requesting Stockholder Holder a certificate signed by an executive officer of the Company stating that the Company is deferring such filing pursuant to this Section 2(b)(v) 2.2.5 and a general statement of the reason for such deferral (which statement need not include any information which, in the opinion of the Company, constitutes material, nonpublic information) and an approximation of the anticipated delay. Within 20 days after receiving such certificate, the holders of a majority of the Registrable Securities beneficially owned held by the Requesting Stockholders Holders and for which registration was previously requested may withdraw such Demand Request by giving notice to the Company; if withdrawn, the Demand Request shall be deemed not to have been made for all purposes of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Globalstar, Inc.)

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Deferral of Filing. If a Material Disclosure Event exists as of the time the filing of a registration statement is otherwise required by Section 2(b), the The Company may defer such the filing (but not the preparation) of such a registration statement required by Section 2 until a date not later than 150 90 days after the Required Filing DateDate if, at the time the Company receives the Demand Request, the Company or its subsidiaries are engaged in confidential negotiations or other confidential business activities, disclosure of which would be required in such registration statement (but would not be required if such registration statement were not filed), and the Board of Directors of the Company determines in good faith that such disclosure would be materially detrimental to the Company and its stockholders. A deferral of the filing of a registration statement pursuant to this Section 2(b)(v4(c) shall be lifted, and the requested registration statement shall be filed forthwith, if the Material Disclosure Event ceasesnegotiations or other activities are disclosed or terminated. In order to defer the filing of a registration statement pursuant to this Section 2(b)(v4(c), the Company shall promptly (but in any event within 10 days)promptly, upon determining to seek such deferral, deliver to each Requesting Stockholder Clear Channel a certificate signed by an executive officer the President of the Company stating that the Company is deferring such filing pursuant to this Section 2(b)(v4(c) and a general statement of the reason for such deferral (which statement need not include any information which, basis therefor in the opinion of the Company, constitutes material, nonpublic information) and an approximation of the anticipated delayreasonable detail. Within 20 days after receiving such certificate, the holders of a majority of the Registrable Securities beneficially owned by the Requesting Stockholders and for which registration was previously requested may withdraw such Demand Request request by giving notice to the Company; if . If withdrawn, the Demand Request shall be deemed not to have been made for all purposes of this Agreement. The Company may defer the filing of a particular registration statement pursuant to this Section 4(c) only once.

Appears in 1 contract

Samples: Registration Rights Agreement (Heftel Broadcasting Corp)

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