Common use of Opt-Out Requests Clause in Contracts

Opt-Out Requests. Subject to Section 2.6, each Holder shall have the right, at any time and from time to time (including after receiving information regarding any potential public offering), to elect to not receive any notice that the Company or any other Holders otherwise are required to deliver pursuant to this Agreement regarding an Underwritten Offering, a Take-Down Notice or a Piggyback Registration Statement (except any Suspension Notice or any other notice as required by law, rule or regulation) by delivering to the Company a written statement signed by such Holder that it does not want to receive any such notices hereunder (an “Opt-Out Request”), in which case, and notwithstanding anything to the contrary in this Agreement, the Company and other Holders shall not be required to, and shall not, deliver any such notice or other related information required to be provided to Holders hereunder to the extent that the Company or such other Holders reasonably expect such notice or information would result in a Holder acquiring material non-public information within the meaning of Regulation FD promulgated under the Exchange Act. An Opt-Out Request may state a date on which it expires or, if no such date is specified, shall remain in effect indefinitely. A Holder that has previously given the Company an Opt-Out Request may revoke such request at any time, and there shall be no limit on the ability of a Holder to issue and revoke subsequent Opt-Out Requests; provided, that each Holder shall use reasonable best efforts to minimize the administrative burden on the Company arising in connection with any such Opt-Out Requests. Notwithstanding the foregoing, this shall not prohibit any communications or notices to employees, officers and directors or agents of the Company, or notices or communications pursuant to any other agreements.

Opt-Out Requests. Subject to Section 2.6, each Each Holder shall have the right, at any time and from time to time (including after receiving information regarding any potential public offering), to elect to not receive any notice that the Company or any other Holders otherwise are required to deliver pursuant to this Agreement regarding an Underwritten Offering, a Take-Down Notice or a Piggyback Registration Statement (except any notice of Suspension Notice Period or any other notice as required by law, rule or regulation) by delivering to the Company a written statement signed by such Holder that it does not want to receive any such notices hereunder (an “Opt-Out Request”), in which case, and notwithstanding anything to the contrary in this Agreement, the Company and other Holders shall not be required to, and shall not, deliver any such notice or other related information required to be provided to Holders hereunder to the extent that the Company or such other Holders reasonably expect such notice or information would result in a Holder acquiring material non-public information within the meaning of Regulation FD promulgated under the Exchange Act. An Opt-Out Request may state a date on which it expires or, if no such date is specified, shall remain in effect indefinitely. A Holder that has previously given the Company an Opt-Out Request may revoke such request at any time, and there shall be no limit on the ability of a Holder to issue and revoke subsequent Opt-Out Requests; provided, that each Holder shall use reasonable best efforts to minimize the administrative burden on the Company arising in connection with any such Opt-Out Requests. Notwithstanding the foregoing, this shall not prohibit any communications or notices to employees, officers and directors or agents of the Company, or notices or communications pursuant to any other agreements.

Opt-Out Requests. Subject to Section 2.6, each Holder Each Prospective Seller shall have the right, at any time and from time to time (including after receiving information regarding any potential public offeringPublic Offering), to elect to not receive any notice that the Company or any other Holders Prospective Seller otherwise are required to deliver pursuant to this Agreement regarding an Underwritten Offering, a Take-Down Notice or a Piggyback Registration Statement (except any Suspension Notice or any other notice as required by law, rule or regulation) by delivering to the Company a written statement signed by such Holder Prospective Seller that it does not want to receive any such notices hereunder (an “Opt-Out Request”), ; in which case, case and notwithstanding anything to the contrary in this Agreement, Agreement the Company and other Holders Prospective Sellers shall not be required to, and shall not, deliver any such notice or other related information required to be provided to Holders Prospective Sellers hereunder to the extent that the Company or such other Holders Prospective Sellers reasonably expect such notice or information would result in a Holder Prospective Seller acquiring material non-public information within the meaning of Regulation FD promulgated under the Exchange Act. An Opt-Out Request may state a date on which it expires or, if no such date is specified, shall remain in effect indefinitely. A Holder that Prospective Seller who previously has previously given the Company an Opt-Out Request may revoke such request at any time, and there shall be no limit on the ability of a Holder Prospective Seller to issue and revoke subsequent Opt-Out Requests; provided, provided that each Holder Prospective Seller shall use commercially reasonable best efforts to minimize the administrative burden on the Company arising in connection with any such Opt-Out Requests. Notwithstanding During the foregoingperiod in which the Opt-Out Request is in effect, this the Prospective Seller making the Opt-Out Request shall not prohibit offer or sell shares of Common Stock under any communications Registration Statement or receive any notices with respect to employees, officers and directors proposed registrations or agents offerings of the Company, or notices or communications pursuant to any other agreementsCommon Stock.

Opt-Out Requests. Subject to Section 2.6, each Each Specified Holder shall have the right, at any time and from time to time after the Effective Time (including after receiving information regarding any potential public offering), to elect to not receive any notice that the Company or any other Holders otherwise are is required to deliver pursuant to Section 2.3 or Section 2.4 of this Agreement regarding an Underwritten Offering, a Take-Down Notice or a Piggyback Registration Statement (except any Suspension Notice or any other notice as required by law, rule or regulation) by delivering to the Company a written statement signed by such Specified Holder that it does not want to receive any such notices hereunder (an “Opt-Out Request”), ; in which case, and notwithstanding anything to the contrary in this Agreement, the Company and other Holders shall not be required to, and shall not, deliver any such notice or other related information required to be provided to Specified Holders hereunder under Section 2.3 or Section 2.4 to the extent that the Company or such other Holders reasonably expect expects such notice or information would result in a Specified Holder acquiring material non-public information within the meaning of Regulation FD promulgated under the Exchange Act. An Opt-Out Request may state a date on which it expires or, if no such date is specified, shall remain in effect indefinitely. A Specified Holder that who previously has previously given the Company an Opt-Out Request may revoke such request at any time, and there shall be no limit on the ability of a Specified Holder to issue and revoke subsequent Opt-Out Requests; provided, that each Specified Holder shall use commercially reasonable best efforts to minimize the administrative burden on the Company arising in connection with any such Opt-Out Requests. Notwithstanding For so long as an Opt-Out Request is in effect, the foregoing, this Specified Holder that delivered such Opt-Out Request shall not prohibit sell any communications or notices to employees, officers and directors or agents of the Company, or notices or communications Equity Securities pursuant to any other agreements.registration statement filed by the Company pursuant to Section 2.3 or 2.4. [Signature Pages Follow]