Common use of Black-Out Period Clause in Contracts

Black-Out Period. (a) Following the effectiveness of a Registration ---------------- Statement (and the filings with any state securities commissions), the Company may direct the Holder to suspend sales of the Registrable Shares for such times as the Company reasonably may determine is necessary and advisable, including the following events: (i) an Underwritten Offering by the Company where the Company is advised by the representative of underwriters for such Underwritten Offering that sale of Registrable Shares under the Registration Statement would have a material adverse effect on the primary offering, or (ii) pending negotiations relating to, or consummation of, a transaction or the occurrence of an event (x) that would require additional disclosure of material information by the Company in the Registration Statement (or such filings), (y) as to which the Company has a bona fide business purpose for preserving confidentiality, or (z) that renders the Company unable to comply with Commission requirements, in each case under circumstances that would make it impractical or inadvisable to cause the Registration Statement (or such filings) to become effective or to promptly amend or supplement the Registration Statement on a post-effective basis, as applicable.

Appears in 1 contract

Samples: Common Stock (Capital Automotive Reit)

AutoNDA by SimpleDocs

Black-Out Period. (a) Following the effectiveness of a Registration ---------------- Statement (and the filings with any state securities commissions), the Company may direct the Holder to suspend sales of the Registrable Shares Securities for such times as the Company reasonably may determine is necessary and advisable, including the following events: events (each, a "Suspension Event"): (i) an Underwritten Offering underwritten primary offering by the Company where the Company is advised by the representative of underwriters for such Underwritten Offering offering that sale of Registrable Shares under the Registration Statement would have a material adverse effect on the primary offering, or (ii) pending negotiations relating to, or consummation of, a transaction or the occurrence of an event (x) that would require additional disclosure of material information by the Company in the Registration Statement (or such filings), (y) as to which the Company has a bona fide business purpose for preserving confidentiality, confidentiality or (z) that which renders the Company unable to comply with Commission SEC requirements, in each case under circumstances that would make it impractical or inadvisable to cause the Registration Statement (or such filings) to become effective or to promptly amend or supplement the Registration Statement on a post-effective basis, as applicable.

Appears in 1 contract

Samples: Registration Rights Agreement (Colonial Properties Trust)

Black-Out Period. (a) Following the effectiveness of a Registration ---------------- Statement (and the filings with any state securities commissions), the Company may direct the Holder to suspend sales of the Registrable Shares for such times as the Company reasonably may determine is necessary and advisable, including the following events: (i) an Underwritten Offering by the Company where the Company is advised by the representative of underwriters managing underwriter(s) for such Underwritten Offering that sale of Registrable Shares under the Registration Statement would have a material adverse effect on the primary offering, or (ii) pending negotiations relating to, or consummation of, a transaction or the occurrence of an event (x) that would require additional disclosure of material information by the Company in the Registration Statement (or such filings), (y) as to which the Company has a bona boa fide business purpose for preserving confidentiality, or (z) that renders the Company unable to comply with Commission requirements, in each case under circumstances that would make it impractical or inadvisable to cause the Registration Statement (or such filings) to become effective or to promptly amend or supplement the Registration Statement on a post-effective basis, as applicable.

Appears in 1 contract

Samples: Registration Rights Agreement (Chastain Capital Corp)

Black-Out Period. (aA) Following the effectiveness of a Registration ---------------- Statement (and the filings with any state securities commissions), the Company may direct the Holder to suspend sales of the Registrable Shares Securities for such times as the Company reasonably may determine is necessary and advisable, including the following events: (i) an Underwritten Offering underwritten primary offering by the Company where the Company is advised by the representative of underwriters for such Underwritten Offering offering that sale of Registrable Shares under the Registration Statement would have a material adverse effect on the primary offering, or (ii) pending negotiations relating to, or consummation of, a transaction or the occurrence of an event (x) that would require additional disclosure of material information by the Company in the Registration Statement (or such filings), (y) as to which the Company has a bona fide business purpose for preserving confidentiality, confidentiality or (z) that which renders the Company unable to comply with Commission SEC requirements, in each case under circumstances that would make it impractical or inadvisable to cause the Registration Statement (or such filings) to become effective or to promptly amend or supplement the Registration Statement on a post-effective basis, as applicable.

Appears in 1 contract

Samples: Registration Rights Agreement (Camden Property Trust)

AutoNDA by SimpleDocs

Black-Out Period. (a) Following the effectiveness of a Registration ---------------- Statement (and the filings with any state securities commissions), the Company may direct the Holder to suspend sales of the Registrable Shares for such times as the Company reasonably may determine is necessary and advisable, including the following events: (i) an Underwritten Offering underwritten offering by the Company where the Company is advised by the representative of underwriters for such Underwritten Offering that sale of Registrable Shares under the Registration Statement would have a material adverse effect on the primary offering, or (ii) pending negotiations relating to, or consummation of, a transaction or the occurrence of an event (x) that would require additional disclosure of material information by the Company in the Registration Statement (or such filings), (y) as to which the Company has a bona fide business purpose for preserving confidentiality, or (z) that renders the Company unable to comply with Commission requirements, in each case under circumstances that would make it impractical or inadvisable to cause the Registration Statement (or such filings) to become effective or to promptly amend or supplement the Registration Statement on a post-effective basis, as applicable.

Appears in 1 contract

Samples: Common Stock Registration Rights Agreement (Kennedy Wilson Inc)

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