Common use of Demand Blackout Clause in Contracts

Demand Blackout. Notwithstanding anything contained in Article II hereof to the contrary, if (a) at any time during which Holders may request a registration pursuant to Section 2.1 hereof, the Company files or proposes to file a registration statement with respect to an offering of equity securities of the Company or securities convertible or exercisable into shares of any equity securities of the Company for its own account and (b) with reasonable prior notice (i) the Company (in the case of an offering that is not an Underwritten Offering) advises the Holders that the Company has determined in good faith that a sale or distribution of Registrable Securities would adversely affect such offering or (ii) the managing underwriter, if any, advises the Company (in which case the Company will notify the Holders) that a sale or distribution of Registrable Securities would adversely affect such offering, then the Company will not be obligated to effect the initial filing of a Registration Statement pursuant to Section 2.1 beginning the 10 days prior to the date the Company in good faith estimates will be the date of the filing of, and ending on the date which is 90 days following the effective date of, such registration statement.

Demand Blackout. Notwithstanding anything contained in Article II hereof to the contrary, if (a) at any time during which Holders may request a registration pursuant to Section 2.1 hereof2.1, the Company files or proposes to file a registration statement with respect to an offering of equity securities of the Company or securities convertible or exercisable into shares of any equity securities of the Company for its own account and (b) with reasonable prior notice (i) the Company (in the case of an offering that is not an Underwritten Offering) advises the Holders that the Company has determined in good faith that a sale or distribution of Registrable Securities would adversely affect such offering or (ii) the managing underwriter, if any, advises the Company (in which case the Company will notify the Holders) that a sale or distribution of Registrable Securities would adversely affect such offering, then the Company will not be obligated to effect the initial filing of a Registration Statement pursuant to Section 2.1 beginning the 10 days prior to the date the Company in good faith estimates will be the date of the filing of, and ending on the date which is 90 days following the effective date of, such registration statement.