Common use of Future Events Clause in Contracts

Future Events. The Company will notify each Holder participating in a registration of the occurrence of any of the following events of which the Company is actually aware, and (in the case of clauses (c) through (f) below) when so notified, each Holder will immediately discontinue any disposition of Registrable Shares until notified by the Company that such event is no longer applicable: (a) when the registration statement, any pre-effective amendment, the prospectus or any prospectus supplement related thereto, any post-effective amendment to the registration statement or any free writing prospectus has been filed and, with respect to the registration statement or any post-effective amendment, when the same has become effective; (b) of any request by the SEC or state securities authority for amendments or supplements to the registration statement or the prospectus related thereto or for additional information; (c) if at any time the representations and warranties contemplated by any underwriting agreement, securities sale agreement or other similar agreement relating to the offering shall cease to be true and correct in all material respects; (d) the issuance by the SEC or any state securities commission or agency of any stop order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose (in which case the Company will use its reasonable best efforts to obtain the withdrawal of any such order or the cessation of any such proceedings); (e) the existence of any fact which makes untrue any material statement made in the registration statement or prospectus or any document incorporated therein by reference or any free writing prospectus or the information conveyed to any purchaser at the time of sale to such purchaser or which requires the making of any changes in the registration statement or prospectus or any document incorporated therein by reference or any free writing prospectus or the information conveyed to any purchaser at the time of sale to such purchaser in order to make the statements therein not misleading (in which case the Company will use its reasonable best efforts to amend the applicable document to correct the deficiency); or (f) in the event that, in the judgment of the Company, it is advisable to suspend use of a prospectus included in a registration statement due to pending material developments or other events that have not yet been publicly disclosed and as to which the Company believes public disclosure would be detrimental to the Company; provided, however, that Company may exercise its right to suspend the use of a prospectus included in an effective registration statement pursuant to this Section 13(f) or to delay filing a registration statement pursuant to Section 7(b)(iii) for an aggregate period not to exceed ninety (90) days in any 12-month period. Table of Contents

Future Events. The Company will notify each Holder participating in a registration of the occurrence of any of the following events of which the Company is actually aware, and (in the case of clauses (c) through (f) below) when so notified, each Holder will immediately discontinue any disposition of Registrable Shares until notified by the Company that such event is no longer applicable: (a) when the registration statement, any pre-effective amendment, the prospectus or any prospectus supplement related thereto, any post-effective amendment to the registration statement or any free writing prospectus has been filed and, with respect to the registration statement or any post-effective amendment, when the same has become effective; (b) of any request by the SEC or state securities authority for amendments or supplements to the registration statement or the prospectus related thereto or for additional information; (c) if at any time the representations and warranties contemplated by any underwriting agreement, securities sale agreement or other similar agreement relating to the offering shall cease to be true and correct in all material respects; (d) the issuance by the SEC or any state securities commission or agency of any stop order suspending the effectiveness of the registration statement or the initiation of any proceedings for that purpose (in which case the Company will use its reasonable best efforts to obtain the withdrawal of any such order or the cessation of any such proceedings); (e) the existence of any fact which makes untrue any material statement made in the registration statement or prospectus or any document incorporated therein by reference or any free writing prospectus or the information conveyed to any purchaser at the time of sale to such purchaser or which requires the making of any changes in the registration statement or prospectus or any document incorporated therein by reference or any free writing prospectus or the information conveyed to any purchaser at the time of sale to such purchaser in order to make the statements therein not misleading (in which case the Company will use its reasonable best efforts to amend the applicable document to correct the deficiency); or (f) in the event that, in the judgment of the Company, it is advisable to suspend use of a prospectus included in a registration statement due to pending material developments or other events that have not yet been publicly disclosed and as to which the Company believes public disclosure would be detrimental to the Company; provided, however, that Company may exercise its right to suspend the use of a prospectus included in an effective registration statement pursuant to this Section 13(f) or to delay filing a registration statement pursuant to Section 7(b)(iii) for an aggregate period not to exceed ninety (90) days in any 12-month period. Table of Contents.