Permitted Interruptions Sample Clauses

Permitted Interruptions. (a) During the Restricted Period, Xxxxx Limited shall have the right, by written notice to the Investors, to suspend, on one or more instances, sales of Registrable Securities by the Investors pursuant to the Registration Statement once effective for not more than sixty (60) days in the aggregate for all such periods (each such period, a “Permitted Interruption”) in the event that there is (i) a possible acquisition, business combination or other transaction, financing, business development or other event involving Xxxxx Limited or any of its Affiliates that would, in the good faith determination of Xxxxx Limited, require disclosure in a Registration Statement or in any prospectus related to sales of securities of Xxxxx Limited to avoid a Violation, and Xxxxx Limited determines, in the exercise of its reasonable judgment, that such disclosure is not in the best interest of Xxxxx Limited or that obtaining financial statements relating to any such acquisition or business combination or other transaction that are required to be included in the Registration Statement or in any prospectus related to sales of securities of Xxxxx Limited, after using its reasonable best efforts to obtain such financial statements, would be impractical, (ii) a Non-Discretionary Interruption Event or (iii) the happening of any event that requires Xxxxx Limited to make changes in such Registration Statement in order cure a Violation (any such events described in the foregoing subclauses (i) through (iii), an “Interruption Event”).
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Permitted Interruptions. Buyer (a) The Buyer may discontinue or cease or reduce taking Gas from the Seller for a Buyer Permitted Interruption. (b) In the case of a Buyer Permitted Interruption for planned maintenance to the Buyer’s Plant (as contained at paragraph (a) of the definition of Buyer Permitted Interruption) the Buyer shall give not less than 20 Business Days’ notice to the Seller of the Buyer Permitted Interruption. (c) In the case of a Buyer Permitted Interruption as defined at paragraph (b) of the definition of that term the Buyer shall give as much notice of the Buyer Permitted Interruption to the Seller as is reasonably practicable in the circumstances. 10.4
Sample 1
Permitted Interruptions. Anything in this Agreement to the contrary notwithstanding, it is understood and agreed that the Company shall not be required to prepare or file a registration statement, amendment or post-effective amendment thereto or prospectus supplement or to supplement or amend any registration statement or otherwise facilitate the resale of Registrable Stock, and it shall be free voluntarily to take or omit to take any other action that would result in the impracticality of any such filing, supplement or amendment if such action is taken or omitted to be taken by the Company in good faith and for valid business reasons including, without limitation, matters relating to acquisitions or divestitures, so long as the Company shall, as promptly as practicable thereafter, make such filing, supplement or amendment (any period described in this Section 6 (other than a Necessary Interruption (defined below)) during which Holders of Registrable Stock are not able to sell such Registrable Stock under a registration statement is herein called a "Permitted Interruption"). The period between Permitted Interruptions shall not be less than 30 days and no more than two Permitted Interruptions may occur in any 12 month period. If any event occurs which would make the Registration Statement then in effect materially incorrect or misleading, the Company shall not be required to keep the Registration Statement effective as of such date and continuing for ten business days thereafter and the Holders of Registrable Stock shall not sell such securities during such period (each such period is referred to as a "Necessary Interruption"). The Company hereby agrees to notify each of the Holders of Registrable Securities in writing of the occurrence of, and the termination of, each Permitted Interruption and/or Necessary Interruption (the nature and pendency of which need not be disclosed during such Permitted Interruption). Permitted Interruptions shall not extend beyond 45 days. No Permitted Interruption shall apply to any sales of Registrable Stock made prior to the Holder's receipt of written notice of the Permitted Interruption.
Sample 1
Permitted Interruptions. Anything in this Agreement to the contrary ----------------------- notwithstanding, it is understood and agreed that the Company shall not be required to prepare or file a registration statement, amendment or post- effective amendment thereto or prospectus supplement or to supplement or amend any registration statement or otherwise facilitate the resale of Registrable Securities, and it shall be free voluntarily to take or omit to take any other action that would result in the impracticality of any such filing, supplement or amendment if such action is taken or omitted to be taken by the Company in good faith and for valid business reasons, including, without limitation, matters relating to acquisitions or divestitures, so long as the Company shall, as promptly as practicable thereafter, make such filing, supplement or amendment and, so long as the Company shall as promptly as is practicable thereafter, comply with the requirements of Section 4(k), above, if applicable (any period described in this Section 7.2 during which Holders of Registrable Securities are not able to sell such Registrable Securities under a registration statement is herein called a "Permitted Interruption"). The Company hereby agrees to notify ---------------------- each of the Holders of Registrable Securities of the occurrence of, and the termination of, each Permitted Interruption (the nature and pendency of which need not be disclosed during such Permitted Interruption).
Sample 1
Permitted Interruptions. In the event that the Company is required to invoke the Permitted Interruption under the circumstances set forth in Section 4(a)(i) for a period longer than ninety (90) days, then after the expiration of such 90-day period, the Company shall use its reasonable efforts to effect the Registration of the portion (but no less than 50% of the Registrable Securities outstanding on the date hereof, as adjusted to reflect any recapitalization or stock split) of the Registrable Securities indicated in a request from the Manager submitted at least ninety (90) days prior to the end of the Registration Period. The Company shall use reasonable efforts to effect such registration within thirty (30) days of receipt of such request and to maintain such Registration effective for the period, not to exceed ninety (90) days, indicated in the plan of distribution.
Sample 1
Permitted Interruptions. The Company shall be entitled, effective immediately upon notice given in conformity with Section 9(d) (an "Interruption Notice"), to require the Plan to cease to make any offers or sales of the Registrable Securities under any Registration Statement then in effect in the event that:
Sample 1
Permitted Interruptions. The Company shall be entitled, effective immediately upon notice given in conformity with Section 9(d) (an “Interruption Notice”), to require the Pension Plan to cease to make any offers or sales of the Registrable Securities under any Registration Statement then in effect in the event that:
Sample 1
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Permitted Interruptions. The Seller may without liability interrupt or curtail delivery of Gas to the Buyer:
Sample 1
Permitted Interruptions. The Company may postpone (such postponement is referred to herein as a "Permitted Interruption") for a reasonable period of time (not to exceed ninety (90) days, which may not thereafter be extended) the filing or the effectiveness of a registration statement for a Demand Registration if, at the time it receives a request for such registration: (i) the Company is engaged in any active program for repurchase of Common Stock that is registered under the Securities Act and furnishes an Officer's Certificate to that effect, (ii) the Company is conducting or about to conduct an offering of Common Stock and the Company is advised by the investment banker engaged by the Company to manage such offering that such offering would be affected adversely by the registration so demanded and the Company furnishes an Officer's Certificate to that effect, or (iii) the board of directors of the Company shall determine in good faith that such offering will interfere with a pending or contemplated financing, merger, acquisition, sale of assets, recapitalization or other corporate action of the Company and the Company furnishes an Officer's Certificate to that effect; PROVIDED, HOWEVER, that the Company may not utilize the right mor xxxx xxxe in any twelve (12) month period. After such Permitted Interruption the Company shall effect registration as promptly as practicable without further request unless such request has been withdrawn.
Sample 1

Related to Permitted Interruptions

  • Permitted Delays The Company shall be entitled to postpone the filing of any Registration Statement under Section 2.3 if (i) at any time prior to the filing of such Registration Statement the Board of Directors of the Company determines, in its good faith business judgment, that such registration and offering would materially and adversely affect any financing, acquisition, corporate reorganization or other material transaction involving the Company, and (ii) the Company delivers the Holders requesting such registration written notice thereof within 10 business days of the date of receipt of such request; provided, that all such periods of postponement may not exceed 45 days during any 365-day period.

  • Permitted Dispositions The Borrower will not, and will not permit any of its Subsidiaries to, Dispose of any of the Borrower’s or such Subsidiaries’ assets (including accounts receivable and Capital Securities of Subsidiaries) to any Person in one transaction or series of transactions unless such Disposition is:

  • Dispositions of Equipment No Borrower shall sell, lease or otherwise dispose of any Equipment, without the prior written consent of Agent, other than (a) a Permitted Asset Disposition; and (b) replacement of Equipment that is worn, damaged or obsolete with Equipment of like function and value, if the replacement Equipment is acquired substantially contemporaneously with such disposition and is free of Liens.

  • Permitted Investments At any time, any one or more of the following obligations and securities:

  • Permitted Indebtedness Borrower shall not create, incur, assume or suffer to exist any Indebtedness, except the following (collectively, "Permitted Indebtedness"): (i) Indebtedness under the Loan Documents, (ii) any Indebtedness set forth on Schedule 7.2, (iii) Capitalized Lease Obligations incurred after the Closing Date and Indebtedness incurred pursuant to purchase money Liens permitted by Section 7.3(v), provided that the aggregate amount of such Capitalized Lease Obligations and purchase money indebtedness outstanding at any time shall not exceed $75,000, (iv) Indebtedness in connection with advances made by a stockholder in order to cure any default of the financial covenants set forth on Annex I; provided, however, that such Indebtedness shall be on an unsecured basis, subordinated in right of repayment and remedies to all of the Obligations and to all of Lender's rights pursuant to a subordination agreement in form and substance satisfactory to Lender; (v) accounts payable to trade creditors and current operating expenses (other than for borrowed money) which are not aged more than 120 calendar days from the billing date or more than 30 days from the due date, in each case incurred in the ordinary course of business and paid within such time period, unless the same are being contested in good faith and by appropriate and lawful proceedings and such reserves, if any, with respect thereto as are required by GAAP and deemed adequate by Borrower's independent accountants shall have been reserved; (vi) borrowings incurred in the ordinary course of business and not exceeding $10,000 individually or in the aggregate outstanding at any one time, provided, however, that such Indebtedness shall be on an unsecured basis, subordinated in right of repayment and remedies to all of the Obligations and to all of Lender's rights pursuant to a subordination agreement in form and substance satisfactory to Lender; and (vii)

  • Permitted Deductions The Security Agent shall be entitled (a) to set aside by way of reserve amounts required to meet and (b) to make and pay, any deductions and withholdings (on account of Tax or otherwise) which it is or may be required by any applicable law to make from any distribution or payment made by it under this Agreement, and to pay all Tax which may be assessed against it in respect of any of the Charged Property, or as a consequence of performing its duties, or by virtue of its capacity as Security Agent under any of the Finance Documents or otherwise (except in connection with its remuneration for performing its duties under this Agreement).

  • Discontinued Disposition By its acquisition of Registrable Securities, each Holder agrees that, upon receipt of a notice from the Company of the occurrence of any event of the kind described in Section 3(d)(iii) through (vi), such Holder will forthwith discontinue disposition of such Registrable Securities under a Registration Statement until it is advised in writing (the “Advice”) by the Company that the use of the applicable Prospectus (as it may have been supplemented or amended) may be resumed. The Company will use its best efforts to ensure that the use of the Prospectus may be resumed as promptly as is practicable. The Company agrees and acknowledges that any periods during which the Holder is required to discontinue the disposition of the Registrable Securities hereunder shall be subject to the provisions of Section 2(d).

  • Permitted Debt Create, incur, guarantee or suffer to exist any Debt, except:

  • Dispositions and Involuntary Dispositions The Issuer shall promptly (and, in any event, within three (3) Business Days) upon the receipt by any Note Party or any Subsidiary of the Net Cash Proceeds of any Disposition or Involuntary Disposition (other than, so long as no Default or Event of Default exists at the time prepayment would otherwise be required pursuant to this Section 2.07(b)(i), where such Net Cash Proceeds of Dispositions and Involuntary Dispositions do not exceed (x) prior to the Combination Closing Date, $1,000,000 and (y) on or after the Combination Closing Date, $3,000,000, in each case, in the aggregate in any fiscal year ((x) or (y), as applicable, the “De Minimis Disposition Proceeds”)) apply 100% of such Net Cash Proceeds to prepay the Notes, the accrued but unpaid interest thereon and, subject to Section 2.12 of the Intercreditor Agreement, the Call Premium, if any, payable thereon, to the extent such Net Cash Proceeds are not reinvested in Eligible Assets (x) prior to the Combination Closing Date, within 90 days of the date of such Disposition or Involuntary Disposition or (y) on or after the Combination Closing Date, (i) within twelve months following receipt of such Net Cash Proceeds or (ii) if the Issuer or any Subsidiary enters into a legally binding commitment to reinvest such Net Cash Proceeds within twelve months following receipt thereof, within the later of (A) twelve months following receipt of such Net Cash Proceeds and (B) 180 days of the date of such legally binding commitment; provided, that if at the time that any such prepayment would be required, the Issuer is also required to prepay the Lockheed Xxxxxx Senior Secured Notes (to the extent required by the NPA) with any portion of such Net Cash Proceeds, then the Issuer may apply such portion of the Net Cash Proceeds on a pro rata basis (as determined in accordance with Section 2.12 of the Intercreditor Agreement) and any Declined Proceeds pursuant to clause (iv) below, in each case, to the prepayment of such outstanding amounts, plus accrued and unpaid interest thereon, under the NPA. Notwithstanding the foregoing, the Issuer and its Subsidiaries may not exercise the reinvestment rights set forth in the preceding sentence with respect to the Net Cash Proceeds (other than the De Minimis Disposition Proceeds) in excess of $10,000,000 in the aggregate. Any prepayment pursuant to this clause (i) shall be applied as set forth in clause (iv) below.

  • No Dispositions Except for the transfer of assets in the ordinary course of business consistent with prior practice, no party shall sell, lease, encumber or otherwise dispose of, or agree to sell, lease, encumber or otherwise dispose of, any of its assets, which are material, individually or in the aggregate, to such party.

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