Limitation on Registration. The Company shall not be obligated to effect a registration of any Holder’s Registrable Securities pursuant to Article II hereof if all of the Registrable Securities have been sold under Rule 144, Regulation S or a similar provision under the Securities Act so that there is no further restriction on the transfer by the transferee. The Company shall not be required to include any Registrable Securities of a Holder in a registration if all of such Holder’s Registrable Securities could be sold within a three (3) month period pursuant to Rule 144 or other similar rule or regulation under the Securities Act.
Limitation on Registration. Notwithstanding the foregoing, under no circumstances will ACI be obligated to cause any registration effected pursuant to this Agreement to remain effective after the Expiration Date or to include any Registrable Stock in a Registration Statement which becomes effective after the Expiration Date.
Limitation on Registration. Notwithstanding anything herein to the contrary, the Company shall not be required to file a Registration Statement pursuant to Section 2.1 that would: (i) require the Company to execute a general consent to service of process in any jurisdiction in order to effect such registration if the Company is not already subject to service in such jurisdiction, or (ii) subject the Company to taxation in a jurisdiction where the Company is not otherwise subject to taxation.
Limitation on Registration. The rights of each Holder to have any Registrable Securities registered by the Company or for the Company to keep effective any Registration Statement shall terminate at such time as legal counsel to the Company delivers its opinion to the Holders that the Holders are able to sell all of the Registrable Securities still owned by them in any 90-day period pursuant to Rule 144. In any event, the Company shall not be required to keep the Shelf Registration Statement effective beyond the Effectiveness Period and may terminate the registration at the conclusion of the Effectiveness Period.
Limitation on Registration. The Company shall not be obligated to effect, or to take any action to effect, any registration pursuant to this Section 2:
Limitation on Registration. Emcore shall have no obligation to register any Registrable Securities under Sections 1.2, 1.3 or 1.11 of this Agreement in excess of 730,000 shares of Registrable Securities. In the event that the number of shares of Registrable Securities to be registered exceeds 730,000 shares of Registrable Securities, then the number of shares of Registrable Securities to be registered pursuant to this Agreement shall be allocated among all participating Holders as follows: (i) all participating Holders holding Registrable Securities that prior to the consummation of the transactions contemplated by the Merger Agreement were evidenced by shares of MODE common stock shall be entitled to include all of the Registrable Securities held by such Holders in any such registration and (ii) participating Holders holding Registrable Securities that prior to the consummation of the transactions contemplated by the Merger Agreement were evidenced by shares of MODE preferred stock shall be entitled to include such number of shares of Registrable Securities as are permissible hereunder in proportion (as nearly as practicable) to the amount of Registrable Securities owned by each such participating Holder.
Limitation on Registration. Notwithstanding anything to the contrary in this Agreement, the Company may suspend the sales of the Registrable Securities as follows:
Limitation on Registration. Notwithstanding any other provisions of this Agreement, if the managing underwriter determines that marketing factors require a limitation of the number of shares to be underwritten the managing underwriter and Licensee may limited the Registrable Securities to be included in any Underwritten Public Offering as set forth below. In such event, Licensee shall so advise Licensor, and the number of shares of Registrable Securities that will be included in the registration and Underwritten Public Offering shall be allocated pro rata between Licensee and Licensor. No Registrable Securities excluded from the Underwritten Public Offering by reason of the managing underwriter's marketing limitation shall be included in such registration. If Licensor disapproves of the terms of the Underwritten Public Offering, Licensor may elect to withdraw therefrom by written notice to Licensee and the managing underwriter. The Registrable Securities so withdrawn also shall be withdrawn from registration.
Limitation on Registration. Notwithstanding the foregoing, under no circumstances will TDI be obligated to cause any registration effected pursuant to this Agreement to remain effective after the Expiration Date or to include any Registrable Stock in a Registration Statement which becomes effective after the Expiration Date.
Limitation on Registration. The Borrower is not required to file a registration statement requested under Sections 8(b) or 8(c) prior to the earlier of (i) twenty- four (24) months from the date of this Agreement, or (ii) ninety (90) days following the effective date of any other registration statement initiated by the Borrower except for registrations being initiated solely to implement an employee's benefit plan. The Borrower is not required to file a registration statement requested under Section 8(b) unless requested by holders owning in the aggregate a majority of the Registrable Securities. The Borrower may postpone the filing of any registration statement required under Sections 8(b) or 8(c) for a reasonable period of time, not to exceed ninety (90) days, if the Borrower has been advised by legal counsel that such filing would require the disclosure of a material fact, and the Borrower determines reasonably and in good faith that such disclosure would have a material adverse effect on the Borrower. In addition, if (i) in the good faith judgment of the Board of Directors of the Borrower, a required registration under Section 8(b) or 8(c) would be seriously detrimental to the Borrower and the Board of Directors of the Borrower concludes, as a result, that it is essential to defer the filing of such registration statement at such time, and (ii) the Borrower shall furnish to the Holder a certificate signed by the President of the Borrower stating that in the good faith judgment of the Board of Directors of the Borrower, it would be seriously detrimental to the Borrower for such registration statement to be filed in the near future and that it is, therefore, essential to defer the filing of such registration statement, then the Borrower shall have the right to defer such filing for a period of not more than one hundred eighty (180) days after receipt of the request of the Holder, and, provided further, that the Borrower shall not defer its obligation in this manner more than once in any twelve-month period.
