Limitations on Requested Registration. The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.1: (i) Prior to a Transfer Event; (ii) If the anticipated aggregate proceeds therefrom are less than $10,000,000; (iii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act; (iv) After the Company has initiated three (3) such registrations pursuant to this Section 2.1; or (v) During the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date one hundred eighty (180) days after the effective date of, a Company-initiated registration; provided that the Company is actively employing in good faith commercially reasonable efforts to cause such registration statement to become effective.
Appears in 2 contracts
Sources: Registration Rights Agreement (Ambow Education Holding Ltd.), Registration Rights Agreement (Baring Asia Private Equity Fund v Co-Investment L.P.)