Common use of Restrictions on Demand Registration Clause in Contracts

Restrictions on Demand Registration. The Company shall not be obligated to effect any Demand Registration within 180 days after the effective date of a previous registration in which Registrable Securities were included pursuant to Section 3. The Company may postpone, for up to 90 days from the date of the request, the filing or the effectiveness of a registration statement for a Demand Registration if the Company’s board of directors determines in its reasonable good faith judgment that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any Subsidiary to engage in any material acquisition of assets or stock (other than in the ordinary course of business) or any material merger, consolidation, tender offer, recapitalization, reorganization or similar transaction or would require the Company to disclose any material nonpublic information which would reasonably be likely to be materially detrimental to the Company and its Subsidiaries; provided that in such event, the Majority Holders shall be entitled to withdraw such request, and if such request is withdrawn, such Demand Registration shall not count as a Demand Registration hereunder and the Company shall pay all Registration Expenses in connection with such registration. The Company may delay a Demand Registration hereunder only once in any twelve-month period.

Appears in 2 contracts

Samples: Registration Rights Agreement (Avatar Holdings Inc), Registration Rights Agreement (Avatar Holdings Inc)

AutoNDA by SimpleDocs

Restrictions on Demand Registration. The Company shall not be ----------------------------------- obligated to effect any Demand Registration within 180 days after the effective date of a previous registration in which Registrable Securities were included pursuant to Section 3Demand Registration. The Company may postpone, postpone for up to 90 60 days from the date of the request, the filing or the effectiveness of a registration statement for a Demand Registration or suspend the use of any prospectus included in a registration statement if the Company’s 's board of directors determines in its reasonable good faith judgment that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any Subsidiary of its subsidiaries to engage in any material acquisition of assets or stock (other than in the ordinary course of business) or any material merger, consolidation, tender offer, recapitalization, reorganization or similar transaction or would require the Company to disclose any material nonpublic information which would reasonably be likely to be materially detrimental to the Company and its Subsidiariestransaction; provided that in the event of such eventa delay or suspension, the Majority Holders holders of a majority of the Registrable Securities included in such Demand Registration shall be entitled to withdraw such requestrequest and, and if such request is withdrawnwithdrawn by such holders, such Demand Registration shall not count as a one of the permitted Demand Registration Registrations hereunder and the Company shall pay all Registration Expenses in connection with such registration. The Company may delay or suspend a Demand Registration hereunder only once in any twelve-month period.

Appears in 1 contract

Samples: Registration Agreement (Hines Horticulture Inc)

Restrictions on Demand Registration. The Company shall not be obligated to effect any Demand Registration within 180 days after the effective date of a previous registration in which Registrable Securities were included pursuant to Section 3. The Company may postpone, postpone only for up a reasonable period of time not to 90 exceed sixty (60) days from the date of the request(or such earlier time as such Transaction (as defined below) is consummated or no longer proposed) in any 12-month period, the filing or the effectiveness of a registration statement for a Demand Registration if the Company’s board of directors Company determines in its reasonable good faith judgment that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any Subsidiary to engage in any material financing, acquisition or disposition of assets or stock (other than in the ordinary course of business) or any material merger, consolidation, tender offer, recapitalization, reorganization offer or similar transaction or would require disclosure of any information that the board of directors of the Company to disclose any material nonpublic information determines in good faith the disclosure of which would reasonably be likely to be materially detrimental to the Company and its Subsidiaries(collectively a "Transaction"); provided provided, however, that in such event, the Majority Holders shall initially requesting such Demand Registration will be entitled to withdraw such requestrequest and, and if such request is withdrawn, such Demand Registration shall will not count as a permitted Demand Registration hereunder and the Company shall will pay all any Registration Expenses in connection with such registration. The Company may delay shall promptly notify the Holders in writing of any decision to postpone a Demand Registration hereunder only once pursuant to this Section 2.1(d) and shall include an undertaking to promptly notify the Holders as soon as a Demand Registration may be effected. Each Holder shall treat all notices received from the Company pursuant to this Section 2.1(d) in any twelve-month periodthe strictest confidence and shall not disseminate such information.

Appears in 1 contract

Samples: Registration Rights Agreement (Implantable Vision, Inc.)

AutoNDA by SimpleDocs

Restrictions on Demand Registration. The Company shall Initiating Holders in the aggregate will be entitled to request two Demand Registrations hereunder on or after the dates specified in paragraph (a) above (subject to paragraph (b) above). A registration will not be obligated to effect any count as a permitted Demand Registration within 180 days after until it has become effective (unless such Demand Registration has not become effective due solely to the effective date fault of the Initiating or Eligible Holders participating in such registration, including a previous request by such Holders that such registration in which Registrable Securities were included pursuant to Section 3be withdrawn). The Company may postpone, for up to 90 days from the date of the request, postpone the filing or the effectiveness of a registration statement for a Demand Registration for up to 90 days for any Demand Registration if the Company’s board of directors Company determines in its reasonable good faith judgment that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any Subsidiary to engage in any material financing, acquisition or disposition of assets or stock (other than in the ordinary course of business) or any material merger, consolidation, tender offer, recapitalization, reorganization offer or similar transaction or would require disclosure of any information that the board of directors of the Company to disclose any material nonpublic information determines in good faith the disclosure of which would reasonably be likely to be materially detrimental to the Company and its SubsidiariesCompany; provided provided, however, that in such event, the Majority Holders shall initially requesting such Demand Registration will be entitled to withdraw such requestrequest and, and if such request is withdrawn, such Demand Registration shall will not count as a permitted Demand Registration hereunder and the Company shall will pay all any Registration Expenses in connection with such registration. The Company may delay a Demand Registration hereunder only once in any twelve-month period.

Appears in 1 contract

Samples: Registration Rights Agreement (Focus Enhancements Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.