Exceptions to uBid's Obligations Sample Clauses
The "Exceptions to uBid's Obligations" clause defines specific circumstances under which uBid is not required to fulfill its usual contractual duties. This clause typically outlines scenarios such as force majeure events, third-party failures, or user non-compliance, where uBid's performance may be excused or delayed. By clearly stating these exceptions, the clause protects uBid from liability in situations beyond its control, ensuring that both parties understand the limits of uBid's responsibilities and reducing the risk of disputes over unmet obligations.
Exceptions to uBid's Obligations. The right to Demand -------------------------------- Registration and Piggyback Registration shall not apply if, in the opinion of counsel for uBid, such registration would jeopardize the tax-free status of the Distribution. In addition, the right to Piggyback Registration and the provisions of Subsection 2(c) hereof shall not apply, unless uBid otherwise agrees in writing, to any registration statement:
(a) To be filed on a registration form which is unavailable for the registration of Registerable Shares;
(b) Relating primarily to Shares to be offered pursuant to (i) an employee benefit plan, or (ii) a dividend or interest reinvestment plan (including such a plan that has an open enrollment or cash investment feature);
(c) Relating to Shares to be issued in the acquisition of another business, through a merger, consolidation, exchange of securities or otherwise;
(d) Relating to uBid securities to be issued for a consideration other than solely cash;
(e) Relating to uBid securities to be offered primarily to existing security holders of uBid, through a "rights offering" or otherwise;
(f) Relating primarily to uBid securities to be issued on the exercise of options, warrants and similar rights, or on the conversion or exchange of other securities, issued by uBid or any other person;
(g) Relating primarily to debt securities of uBid, including debt securities that are convertible or exchangeable for equity securities of uBid; or
(h) That may become effective automatically upon filing with the SEC pursuant to Rule 462 under the Act or otherwise.
Exceptions to uBid's Obligations. The right to Demand -------------------------------- Registration and Piggyback Registration shall not apply if, in the opinion of counsel for uBid, such registration would jeopardize the tax-free status of the Distribution. In addition, the right to Piggyback Registration and the provisions of Subsection 2(c) hereof shall not apply, unless uBid otherwise agrees in writing, to any registration statement:
(a) To be filed on a registration form which is unavailable for the registration of Registerable Shares;
(b) Relating primarily to Shares to be offered pursuant to (i) an employee benefit plan, or (ii) a dividend or interest reinvestment plan (including such a plan that has an open enrollment or cash investment feature);
(c) Relating to Shares to be issued in the acquisition of another business, through a merger, consolidation, exchange of securities or otherwise; (d) Relating to uBid securities to be issued for a consideration other than solely cash;