Common use of Postponement Clause in Contracts

Postponement. The Company shall be entitled to postpone for a reasonable period of time (but not exceeding sixty (60) days) the filing of any registration statement otherwise required to be prepared and filed by it pursuant to this Section 1 if the Company determines, in its reasonable judgment, that such registration and offering would interfere with any material financing, acquisition, corporate reorganization or other material transaction involving the Company and promptly gives the holders of Registrable Securities requesting registration thereof pursuant to this Section 1 written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. The Company may not postpone a filing pursuant to this Section 1(f) more than once in any twelve-month period. If the Company shall so postpone the filing of a registration statement, holders of Registrable Securities requesting registration thereof pursuant to Section 1, representing not less than 15% of the Registrable Securities with respect to which registration has been requested and constituting not less than 50% of the Initiating Holders, shall have the right to withdraw the request for registration by giving written notice to the Company within thirty (30) days after receipt of the notice of postponement and, in the event of such withdrawal, such request shall not be counted for purposes of the registrations to which holders of Registrable Securities are entitled pursuant to Section 1.

Postponement. The Company shall be entitled to postpone for a reasonable period of time (but not exceeding sixty (60) days) the filing of any registration statement otherwise required to be prepared and filed by it pursuant to this Section 1 if the Company determines, in its reasonable judgment, that such registration and offering would interfere with any material financing, acquisition, corporate reorganization or other material transaction involving the Company or any of its Affiliates and promptly gives the holders of Registrable Securities requesting registration thereof pursuant to this Section 1 written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. The Company may not postpone a filing pursuant to this Section 1(f) more than once in any twelve-month period. If the Company shall so postpone the filing of a registration statement, holders of Registrable Securities requesting registration thereof pursuant to Section 1, representing not less than 15% of the Registrable Securities with respect to which registration has been requested and constituting not less than 50% of the Initiating Holders, shall have the right to withdraw the request for registration by giving written notice to the Company within thirty (30) days after receipt of the notice of postponement and, in the event of such withdrawal, such request shall not be counted for purposes of the registrations requests for registration to which holders of Registrable Securities are entitled pursuant to Section 1.

Postponement. The Company shall be entitled once to postpone for a reasonable period of time (but not exceeding sixty (60) to exceed 90 days) the filing of any registration statement otherwise required to be prepared and filed by it pursuant to this Section 1 2.1 if a nationally recognized investment bank (which investment bank shall be selected by and mutually agreeable to both an investment bank selected by the Company determinesand an investment bank selected by the Requisite Percentage of Participating Holders) shall advise the Company in writing that, in its reasonable judgmentopinion, that such registration and offering would interfere with any material financing, acquisition, corporate reorganization or other material transaction involving the Company and promptly gives is unable to effect an underwritten offering due to then currently prevailing market conditions or due to circumstances affecting the holders financial condition, business or operations of Registrable Securities requesting registration thereof pursuant to this Section 1 the Company. Promptly (but in no event more than 30 days) after receipt of such opinion, the Company shall give the participating Holders written notice of such determinationits determination to postpone the filing of any registration statement, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. The Company may not postpone a filing pursuant to this Section 1(f) more than once in any twelve-month period. If the Company shall so postpone the filing of a registration statement, holders the participating Holders representing the Requisite Percentage of Registrable Securities requesting registration thereof pursuant to Section 1, representing not less than 15% of the Registrable Securities with respect to which registration has been requested and constituting not less than 50% of the Initiating Holders, Participating Holders shall have the right to withdraw the request for registration by giving written notice to the Company within thirty (30) 20 days after receipt of the notice of postponement and, in the event of such withdrawal, such request shall not be counted toward the number of Demand Registrations (including for purposes of the registrations to which holders paragraph (d) of Registrable Securities are entitled pursuant to this Section 12.1).

Postponement. The Company shall be entitled to postpone for a ------------ reasonable period of time (but not exceeding sixty (60) days) the filing of any registration statement otherwise required to be prepared and filed by it pursuant to this Section 1 if the Company determines, in its reasonable judgment, that such registration and offering would interfere with any material financing, acquisition, corporate reorganization or other material transaction involving the Company or any of its Affiliates and promptly gives the holders of Registrable Securities requesting registration thereof pursuant to this Section 1 written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. The Company may not postpone a filing pursuant to this Section 1(f) more than once in any twelve-month period. If the Company shall so postpone the filing of a registration statement, holders of Registrable Securities requesting registration thereof pursuant to Section 1, representing not less than 15% of the Registrable Securities with respect to which registration has been requested and constituting not less than 50% of the Initiating Holders, shall have the right to withdraw the request for registration by giving written notice to the Company within thirty (30) days after receipt of the notice of postponement and, in the event of such withdrawal, such request shall not be counted for purposes of the registrations requests for registration to which holders of Registrable Securities are entitled pursuant to Section 1.

Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding sixty 90 days) (60) daysthe "Postponement Period") the filing of any registration statement otherwise required to be prepared and filed by it pursuant to this Section 1 2.1 if (x) the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, acquisition, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives the holders of Registrable Securities requesting registration thereof pursuant to this Section 1 ADS written notice of such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay, or (y) the Company filed, within 90 days preceding the registration request, a registration statement pursuant to which ADS sold, or had the right to sell, shares of Common Stock. The Notwithstanding the foregoing, the Company may not shall be entitled to postpone a (for only so long as necessary) the filing of any registration statement required to be prepared and filed by it pursuant to this Section 1(f) more than once in any twelve-month period2.1 if it is prohibited from doing so pursuant to another registration rights agreement between the Company and another stockholder of the Company entered into on or prior to the date hereof. If the Company shall so postpone the filing of a registration statement, holders of Registrable Securities requesting registration thereof pursuant to Section 1, representing not less than 15% of the Registrable Securities with respect to which registration has been requested and constituting not less than 50% of the Initiating Holders, ADS shall have the right to withdraw the request for registration by giving written notice to the Company within thirty (30) days after receipt of the notice of postponement at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the registrations requests for registration to which holders of Registrable Securities are ADS is entitled pursuant to this Section 12.1.

Postponement. The Company shall be entitled once in any six-month period to postpone for a reasonable period of time (but not exceeding sixty 90 days) (60) daysthe "Postponement Period") the filing of any registration statement otherwise required to be prepared and filed by it pursuant to this Section 1 2.1 if (x) the Company determines, in its reasonable judgment, that such registration and offering would materially interfere with any material financing, acquisition, corporate reorganization or other material transaction involving the Company or any subsidiary, or would require premature disclosure thereof, and promptly gives the holders of Registrable Securities requesting registration thereof pursuant to this Section 1 Sherman written notice of n▇▇▇▇▇ ▇f such determination, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay, or (y) the Company filed, within 90 days preceding the registration request, a registration statement pursuant to which ACT sold, or had the right to sell, shares of Common Stock. The Notwithstanding the foregoing, the Company may not shall be entitled to postpone a (for only so long as necessary) the filing of any registration statement required to be prepared and filed by it pursuant to this Section 1(f) more than once in any twelve-month period2.1 if it is prohibited from doing so pursuant to another registration rights agreement between the Company and another stockholder of the Company entered into on or prior to the date hereof. If the Company shall so postpone the filing of a registration statement, holders of Registrable Securities requesting registration thereof pursuant to Section 1, representing not less than 15% of the Registrable Securities with respect to which registration has been requested and constituting not less than 50% of the Initiating Holders, Sherman shall have the right ▇▇▇ ▇▇▇ht to withdraw the request for registration by giving written notice to the Company within thirty (30) days after receipt of the notice of postponement at any time and, in the event of such withdrawal, such request shall not be counted for purposes of the registrations requests for registration to which holders of Registrable Securities are Sherman is entitled pursuant ▇▇▇▇▇▇nt to this Section 12.1.

Postponement. The Company shall be entitled once to postpone for a reasonable period of time (but not exceeding sixty (60) to exceed 90 days) the filing of any registration statement otherwise required to be prepared and filed by it pursuant to this Section 1 2.1 if a nationally recognized investment bank (which investment bank shall be selected by and be mutually agreeable to both an investment bank selected by the Company determinesand an investment bank selected by the Requisite Percentage of Participating Holders) shall advise the Company in writing that, in its reasonable judgmentopinion, that such registration and offering would interfere with any material financing, acquisition, corporate reorganization or other material transaction involving the Company and promptly gives is unable to effect an underwritten offering due to then currently prevailing market conditions or due to circumstances affecting the holders financial condition, business or operations of Registrable Securities requesting registration thereof pursuant to this Section 1 the Company. Promptly (but in no event more than 30 days) after receipt of such opinion, the Company shall give the participating Holders written notice of such determinationits determination to postpone the filing of any registration statement, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. The Company may not postpone a filing pursuant to this Section 1(f) more than once in any twelve-month period. If the Company shall so postpone the filing of a registration statement, holders statement the participating Holders representing the Requisite Percentage of Registrable Securities requesting registration thereof pursuant to Section 1, representing not less than 15% of the Registrable Securities with respect to which registration has been requested and constituting not less than 50% of the Initiating Holders, Participating Holders shall have the right to withdraw the request for registration by giving written notice to the Company within thirty (30) 20 days after receipt of the notice of postponement and, in the event of such withdrawal, such request shall not be counted toward the number of Demand Registrations (including for purposes of the registrations to which holders paragraph (d) of Registrable Securities are entitled pursuant to this Section 12.1).

Postponement. The Company shall be entitled once to postpone for a reasonable period of time (but not exceeding sixty (60) to exceed 180 days) the filing of any registration statement otherwise required to be prepared and filed by it pursuant to this Section 1 2.1 if a nationally recognized investment bank (which investment bank shall be selected by and mutually agreeable to both an investment bank selected by the Company determinesand an investment bank selected by the Requisite Percentage of Participating Holders) shall advise the Company in writing that, in its reasonable judgmentopinion, that such registration and offering would interfere with any material financing, acquisition, corporate reorganization or other material transaction involving the Company and promptly gives is unable to effect an underwritten offering due to then currently prevailing market conditions or due to circumstances affecting the holders financial condition, business or operations of Registrable Securities requesting registration thereof pursuant to this Section 1 the Company. Promptly (but in no event more than 30 days) after receipt of such opinion, the Company shall give the participating Holders written notice of such determinationits determination to postpone the filing of any registration statement, containing a general statement of the reasons for such postponement and an approximation of the anticipated delay. The Company may not postpone a filing pursuant to this Section 1(f) more than once in any twelve-month period. If the Company shall so postpone the filing of a registration statement, holders the participating Holders representing the Requisite Percentage of Registrable Securities requesting registration thereof pursuant to Section 1, representing not less than 15% of the Registrable Securities with respect to which registration has been requested and constituting not less than 50% of the Initiating Holders, Participating Holders shall have the right to withdraw the request for registration by giving written notice to the Company within thirty (30) 20 days after receipt of the notice of postponement and, in the event of such withdrawal, such request shall not be counted toward the number of Demand Registrations (including for purposes of the registrations to which holders paragraph (d) of Registrable Securities are entitled pursuant to this Section 12.1).