Common use of Delay Periods; Suspension of Sales Clause in Contracts

Delay Periods; Suspension of Sales. (i) If, at any time prior to the expiration of the Registration Period (as defined below), in the good faith reasonable judgment of the Company's Board of Directors, the disposition of Registrable Securities pursuant to the Registration Statement would require the premature disclosure of material non-public information which may reasonably be expected to have an adverse effect on the Company, then the Company shall not be required to maintain the effectiveness of or amend or supplement the Registration Statement for a period (a "Disclosure Delay Period") expiring upon the earlier to occur of (i) the date on which such material information is disclosed to the public or ceases to be material or (ii) subject to Section 3(g)(ii) below, up to twenty (20) days after the date on which the Company provides a notice to the Investors under Section 3(e) hereof stating that the failure to disclose such non-public information causes the prospectus included in the Registration Statement, as then in effect, to include an untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading (each, a "Disclosure Delay Period Notice"). For the avoidance of doubt, in no event shall a Disclosure Delay Period exceed twenty (20) days.

Appears in 2 contracts

Samples: Registration Rights Agreement (Lifepoint Inc), Registration Rights Agreement (Lifepoint Inc)

AutoNDA by SimpleDocs

Delay Periods; Suspension of Sales. (i) If, at any time prior to the expiration of the Registration Period (as defined below), in the good faith reasonable judgment of the Company's Board of Directors, the disposition of Registrable Securities pursuant to the Registration Statement would require the premature disclosure of material non-public information which may reasonably be expected to have an adverse effect on the Company, then the Company shall not be required to maintain the effectiveness of or amend or supplement the Registration Statement for a period (a "Disclosure Delay PeriodDISCLOSURE DELAY PERIOD") expiring upon the earlier to occur of (i) the date on which such material information is disclosed to the public or ceases to be material or (ii) subject to Section 3(g)(ii3(b) belowhereof, up to twenty thirty (2030) calendar days after the date on which the Company provides a notice to the Investors under Section 3(e4(f) hereof stating that the failure to disclose such non-public information causes the prospectus included in the Registration Statement, as then in effect, to include an untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading (each, a "Disclosure Delay Period Notice")misleading. For the avoidance of doubt, in no event shall a Disclosure Delay Period exceed twenty thirty (2030) calendar days.

Appears in 1 contract

Samples: Registration Rights Agreement (E4l Inc)

Delay Periods; Suspension of Sales. (i) a. If, at any time prior to the expiration of the Registration Period (as defined below), in the good faith reasonable judgment of the Company's Board of Directors, the disposition of Registrable Securities pursuant to the Registration Statement would require the premature disclosure of material non-public information which may reasonably be expected to have an adverse effect on the Company, then the Company shall not be required to maintain the effectiveness of or amend or supplement the Registration Statement for a period (a "Disclosure Delay Period") expiring upon the earlier to occur of (i) the date on which such material information is disclosed to the public or ceases to be material or (ii) subject to Section 3(g)(ii3(b) belowhereof, up to twenty thirty (2030) calendar days, but excluding the period of up to sixty (60) calendar days for the processing of any post-effective amendment to the Registration Statement, after the date on which the Company provides a notice to the Investors under Section 3(e4(f) hereof stating that the failure to disclose such non-public information causes the prospectus included in the Registration Statement, as then in effect, to include an untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading (each, a "Disclosure Delay Period Notice")misleading. For the avoidance of doubt, in no event shall a Disclosure Delay Period exceed twenty thirty (2030) calendar days.

Appears in 1 contract

Samples: Registration Rights Agreement (Worldwideweb Institute Com Inc)

Delay Periods; Suspension of Sales. (i) a. If, at any time prior to the expiration of the Registration Period (as defined below), in the good faith reasonable judgment of the Company's Board of Directors, the disposition of Registrable Securities pursuant to the Registration Statement would require the premature disclosure of material non-public information which may reasonably be expected to have an adverse effect on the Company, then the Company shall not be required to maintain the effectiveness of or amend or supplement the Registration Statement for a period (a "Disclosure Delay Period") expiring upon the earlier to occur of (i) the date on which such material information is disclosed to the public or ceases to be material or (ii) subject to Section 3(g)(ii3(b) belowhereof, up to twenty thirty (2030) calendar days after the date on which the Company provides a notice to the Investors under Section 3(e4(f) hereof stating that the failure to disclose such non-public information causes the prospectus included in the Registration Statement, as then in effect, to include an untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading (each, a "Disclosure Delay Period Notice")misleading. For the avoidance of doubt, in no event shall a Disclosure Delay Period exceed twenty thirty (2030) calendar days.

Appears in 1 contract

Samples: Registration Rights Agreement (National Media Corp)

AutoNDA by SimpleDocs

Delay Periods; Suspension of Sales. (i) If, at any time prior to the expiration of the Registration Period (as defined below), in the good faith reasonable judgment of the Company's ’s Board of Directors, the disposition of Registrable Securities pursuant to the Registration Statement would require the premature disclosure of material non-public information which may reasonably be expected to have an adverse effect on the Company, then the Company shall not be required to maintain the effectiveness of or amend or supplement the Registration Statement for a period (a "Disclosure Delay Period") expiring upon the earlier to occur of (i) the date on which such material information is disclosed to the public or ceases to be material or (ii) subject to Section 3(g)(ii) below, up to twenty thirty (2030) days after the date on which the Company provides a notice to the Investors under Section 3(e) hereof stating that the failure to disclose such non-public information causes the prospectus included in the Registration Statement, as then in effect, to include an untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading (each, a "Disclosure Delay Period Notice"). For the avoidance of doubt, in no event shall a Disclosure Delay Period exceed twenty thirty (2030) days.

Appears in 1 contract

Samples: Registration Rights Agreement (Orchid Biosciences Inc)

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