Common use of Restrictions on Long-Form Registrations Clause in Contracts

Restrictions on Long-Form Registrations. The Company shall --------------------------------------- not be obligated to effect any Long-Form Registration within 180 days after the effective date of a previous Long-Form Registration or a previous registration in which the holders of Registrable Securities were given piggyback rights pursuant to Section 3.4 and in which there was no reduction in the number of Registrable Securities requested to be included. The Company may postpone for up to 180 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company and the holders of at least a majority of the Registrable Securities agree that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any of its Subsidiaries to engage in any acquisition of assets (other than in the ordinary course of business) or any merger, consolidation, tender offer, reorganization or similar transaction; provided that in such event, the holders of Registrable Securities initially requesting such Demand Registration shall be entitled to withdraw such request and, if such request is withdrawn, such Demand Registration shall not count as one of the permitted Demand Registrations hereunder and the Company shall pay all Registration Expenses in connection with such registration.

Appears in 2 contracts

Sources: Registration Rights, Restricted Stock and Stock Option Agreement (Matrixone Inc), Registration Rights, Restricted Stock and Stock Option Agreement (Matrixone Inc)

Restrictions on Long-Form Registrations. The Company shall --------------------------------------- not be obligated to effect any Long-Form Registration within 180 90 days after the effective date of a previous Long-Form Registration or a previous registration in which the holders of Registrable Securities were given piggyback rights pursuant to Section 3.4 2 and in which there was no reduction in the number of Registrable Securities requested to be included. The Company may postpone for up to 180 90 days the filing or the effectiveness of a registration statement for a Demand Registration if the Company and the holders of at least a majority of the Investor Registrable Securities agree that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any of its Subsidiaries to acquire financing, engage in any acquisition of assets or stock (other than in the ordinary course of business) ), or engage in any merger, consolidation, tender offer, reorganization reorganization, or similar transactiontransaction or require the Company to disclose any material nonpublic information which could reasonably be likely to be detrimental to the Company and its Subsidiaries; provided that that, in such event, the holders of Investor Registrable Securities initially requesting such Demand Registration shall be entitled to withdraw such request and, if such request is withdrawn, such Demand Registration shall not count as one of the permitted Demand Registrations 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

Sources: Registration Rights Agreement (Triad Financial Sm LLC), Registration Rights Agreement (Triad Financial Corp)

Restrictions on Long-Form Registrations. The Company shall --------------------------------------- not be obligated to effect any Long-Form Registration within 180 one hundred eighty (180) days after the effective date of a previous Long-Form Registration or a previous registration in which the holders of Registrable Securities were given piggyback rights pursuant to Section 3.4 2 and in which there was no reduction in the number of Registrable Securities included in the number requested to be included. The Company may postpone for up to 180 one hundred eighty (180) days the filing or the effectiveness of a registration statement for a Demand Registration if the Company and the holders of at least a majority of the Registrable Securities agree agrees that such Demand Registration would reasonably be expected to have a material adverse effect on any proposal or plan by the Company or any of its Subsidiaries subsidiaries to engage in any acquisition of assets (other than in the ordinary course of business) or any merger, consolidation, tender offer, reorganization or similar transaction; provided provided, that in such event, the holders of Registrable Securities initially requesting such Demand Registration shall be entitled to withdraw such request and, if such request is withdrawn, such Demand Registration shall not count as one of the permitted Demand Registrations 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 1 contract

Sources: Registration Rights Agreement (VI Acquisition Corp)