Exception to Registration. The Company shall not be required to effect a registration under this Article VIII if (i) in the written opinion of counsel for the Company, which counsel and the opinion so rendered shall be reasonably acceptable to the Holders of Registrable Securities, such Holders may sell without registration under the 1933 Act all Registrable Securities for which they requested registration under the provisions of the 1933 Act and in the manner and in the quantity in which the Registrable Securities were proposed to be sold, or (ii) the Company shall have obtained from the Commission a "no-action" letter to that effect; provided that this Section 8.10 shall not apply to sales made under Rule 144(k) or any successor rule promulgated by the Commission until after the effective date of the Company's initial registration of shares under the 1933 Act. Notwithstanding the foregoing, in no event shall the provisions of this Section 8.10 be construed to preclude a Holder of Registrable Securities from exercising rights under Section 9.3 for a period of three years after the effective date of the Company's initial registration of shares under the 1933 Act.
Exception to Registration. The Company shall not be required ------------------------- to effect a registration under this Article One if (i) in the written opinion of counsel for the Company, which counsel and the opinion so rendered shall be reasonably acceptable to Holders, such Holders may sell without registration under the Act all Registered Shares which it requested registration under the provisions of the Act and in the manner and in the quantity in which the Registered Shares were proposed to be sold, or (ii) the Company shall have obtained from the Commission a "no-action" letter to that effect.
Exception to Registration. The Company shall not be required to ------------------------- effect a registration under this Agreement if (i) in the written opinion of counsel for the Company, which counsel and the opinion so rendered shall be reasonably acceptable to the Holders of Registrable Securities, such Holders may sell without registration under the Act all Registrable Securities for which they requested registration under the provisions of the Act and in the manner and in the quantity in which the Registrable Securities were proposed to be sold, or (ii) the Company shall have obtained from the Commission a "no-action" letter to that effect; provided that this Section 10 shall not apply to sales made under Rule 144(k) or any successor rule promulgated by the Commission until after the effective date of the Company's initial registration of shares under the Act or (iii) if the Company determines in its good faith judgment that the use of any prospectus would require the disclosure of material information that the Company has a bona fide business purpose for preserving as confidential or the disclosure of which would impede the Company's ability to consummate a transaction, and that the Company is not otherwise required by applicable securities laws or regulations to disclose, upon written notice of such determination by the Company, the rights of the Holders to offer, sell or distribute any Registrable Securities or to require the Company to take action with respect to the registration or sale of any Registrable Securities pursuant to this Agreement shall be suspended until the date upon which the Company notifies the Holders in writing (the "Suspension Termination Notice") that suspension of such rights for the grounds set forth in this paragraph is no longer necessary, and the Company agrees to give such notice as promptly as practicable following the date that such suspension of rights is no longer necessary (but in any event any such suspension shall be effective for a period not in excess of 60 consecutive days and for no more than 180 days in any calendar year). If the Company shall give any such notice, the time periods set forth in Section 2 above shall be extended by the number of days during which the period from and including the date of the giving of such notice of suspension to and including the date the Company delivers the Suspension Termination Notice. Notwithstanding the foregoing, in no event shall the provisions of this Section 10 be construed to preclude a ...
Exception to Registration. The Company shall not be required to effect a registration of Registrable Securities under this Agreement if (i) the Registrable Securities have been previously sold pursuant to a registration under the Securities Act, (ii) in the written opinion of counsel for the Company, which counsel and the opinion so rendered shall be reasonably acceptable to the holders of a majority of Registrable Securities, the holder may sell without registration under the Securities Act substantially all of the Registrable Securities for which it requested registration under the provisions of the Securities Act and in the manner and in the quantity in which the Registrable Securities were proposed to be sold or (iii) the Company shall have obtained from the Commission a "no-action" letter to that effect; provided that this Section 1.8 shall not apply to sales made under Rule 144(k) or any successor rule promulgated by the Commission until two years after the effective date of the Company's initial registration of shares under the Securities Act.
Exception to Registration. 29 8.11 Rule 144 Reporting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 8.12
Exception to Registration. The Company shall not be required to effect a registration under this Agreement if (i) in the written opinion of counsel for the Company, which counsel and the opinion so rendered shall be reasonably acceptable to the Holders of the Registrable Securities, such Holders may sell without registration under the Act all Registrable Securities for which they requested registration under the provisions of the Act and in the manner and in the quantity in which the Registrable Securities were proposed to be sold, or (ii) the Company shall have obtained from the Commission a "no action: letter to that effect; PROVIDED that this Section 11 shall not apply to sales made under Rule 144 (k) or any successor rule promulgated by the Commission until after the effective date of the Company's initial registration of shares under the Act.
Exception to Registration. The Company shall not be required to effect a registration under this Agreement for Holders of Registrable Securities, Other Registrable Securities or Make Systems Registrable Securities if and to the extent in the written opinion of counsel for the Company, which counsel and the opinion so rendered shall be reasonably acceptable to the Holders of Registrable Securities, Other Registrable Securities or Make Systems Registrable Securities, as applicable, or pursuant to no-action letter obtained by the Company from the Commission, such Holder may sell without registration under the Act all Registrable Securities, Other Registrable Securities or Make Systems Registrable Securities, as applicable, for which it requested registration (a) under the provisions of the Act; or (b) in the relevant three month period in accordance with the volume limitations of Rule 144; and/or (c) in accordance with Rule 144A.
Exception to Registration. The Company shall not be required to effect a registration under this Agreement if such Holders may sell without registration under the Act all Registrable Securities for which they requested registration under the provisions of the Act and in the manner and in the quantity in which the Registrable Securities were proposed to be sold; provided that this Section 11 shall not apply to sales made under Rule 144(k) or any successor rule promulgated by the Commission until after the effective date of the Company's initial registration of shares under the Act. Notwithstanding the foregoing, in no event shall the provisions of this Section 11 be construed to preclude a Holder of Registrable Securities form exercising rights under Section 3 for a period of three years after the effective date of the Company's initial registration of shares under the Act.
Exception to Registration. 34 7.12 Rule 144 Reporting...................................................... 34 7.13
Exception to Registration. The Company shall not be required to ------------------------- effect a registration under this Agreement if (i) in the written opinion of counsel for the Company such Stockholders may sell without registration under the Securities Act all Registrable Shares for which they requested registration under the provisions of the Securities Act and in the manner and in the quantity in which the Registrable Shares were proposed to be sold, or (ii) the Company shall have obtained from the Commission a "no-action" letter to that effect; provided that this Section 7 shall not apply to sales made under Rule 144(k) or any successor rule promulgated by the Commission until after the effective date of the Company's initial registration of shares under the Securities Act.
